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Client
This acket contains the information and paperwork needed to with FormulaFolio Investments LLC Each of this packet is
important and must be completed in its Please refer to the Getting Started Checklist (Section 1 page ) to guide you through the contents of this packet If you have any questions please contact us via telephone at 888-562-8880 or via email at SupportFormulaFolioscom
copy201 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 1 of 1
SEC 801-72780 Suite MI 49
(Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom
7
GETTING STARTED CHECKLIST
1 Attach your Clientrsquos completed Custom Allocation Proposal (CAP)
2 Complete Client Profile
fi
Complete Investment Management Agreement and Solicitor Attestation Form
fi
Complete the Solicitorrsquos Disclosure
Leave with Client
Send completed to F
3 Complete In
fifi
fiPortfolio1 $11000000 $11500000
Portfolio 2 $10500000 $12500000
Portfolio 3 $10000000 $17500000
Portfolio 4 $8000000 $20000000
Portfolio 5 $6000000 $25000000
Asset Allocation Questionnaire
LONG-TERM GOALS AND EXPECTATIONS
TIME HORIZON
SHORT-TERM RISK ATTITUDE
OFFICE USE ONLY
$ LIQUIDITY NEEDS
CLIENT PROFILE
fi
(MMDDYYYY) (MMDDYYYY)
For your convenience the following form is available as a ldquoFillablerdquo PDF All of the text areas allow you to type in the blanks to fill in your information To save this data you must own and have installed on your computer the professional version of the Adobe Acrobat software (available at office stores everywhere or online at wwwAdobecom) If you are simply using the free Adobe Reader plug-in you can still type in the information and then print these pages However you will not be able to save your information
Primary Account Owner
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
GETTING STARTED CHECKLIST
1 Attach your Clientrsquos completed Custom Allocation Proposal (CAP)
2 Complete Client Profile
fi
Complete Investment Management Agreement and Solicitor Attestation Form
fi
Complete the Solicitorrsquos Disclosure
Leave with Client
Send completed to F
3 Complete In
fifi
fiPortfolio1 $11000000 $11500000
Portfolio 2 $10500000 $12500000
Portfolio 3 $10000000 $17500000
Portfolio 4 $8000000 $20000000
Portfolio 5 $6000000 $25000000
Asset Allocation Questionnaire
LONG-TERM GOALS AND EXPECTATIONS
TIME HORIZON
SHORT-TERM RISK ATTITUDE
OFFICE USE ONLY
$ LIQUIDITY NEEDS
CLIENT PROFILE
fi
(MMDDYYYY) (MMDDYYYY)
For your convenience the following form is available as a ldquoFillablerdquo PDF All of the text areas allow you to type in the blanks to fill in your information To save this data you must own and have installed on your computer the professional version of the Adobe Acrobat software (available at office stores everywhere or online at wwwAdobecom) If you are simply using the free Adobe Reader plug-in you can still type in the information and then print these pages However you will not be able to save your information
Primary Account Owner
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
fifi
fiPortfolio1 $11000000 $11500000
Portfolio 2 $10500000 $12500000
Portfolio 3 $10000000 $17500000
Portfolio 4 $8000000 $20000000
Portfolio 5 $6000000 $25000000
Asset Allocation Questionnaire
LONG-TERM GOALS AND EXPECTATIONS
TIME HORIZON
SHORT-TERM RISK ATTITUDE
OFFICE USE ONLY
$ LIQUIDITY NEEDS
CLIENT PROFILE
fi
(MMDDYYYY) (MMDDYYYY)
For your convenience the following form is available as a ldquoFillablerdquo PDF All of the text areas allow you to type in the blanks to fill in your information To save this data you must own and have installed on your computer the professional version of the Adobe Acrobat software (available at office stores everywhere or online at wwwAdobecom) If you are simply using the free Adobe Reader plug-in you can still type in the information and then print these pages However you will not be able to save your information
Primary Account Owner
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
OFFICE USE ONLY
$ LIQUIDITY NEEDS
CLIENT PROFILE
fi
(MMDDYYYY) (MMDDYYYY)
For your convenience the following form is available as a ldquoFillablerdquo PDF All of the text areas allow you to type in the blanks to fill in your information To save this data you must own and have installed on your computer the professional version of the Adobe Acrobat software (available at office stores everywhere or online at wwwAdobecom) If you are simply using the free Adobe Reader plug-in you can still type in the information and then print these pages However you will not be able to save your information
Primary Account Owner
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
CLIENT PROFILE
fi
(MMDDYYYY) (MMDDYYYY)
For your convenience the following form is available as a ldquoFillablerdquo PDF All of the text areas allow you to type in the blanks to fill in your information To save this data you must own and have installed on your computer the professional version of the Adobe Acrobat software (available at office stores everywhere or online at wwwAdobecom) If you are simply using the free Adobe Reader plug-in you can still type in the information and then print these pages However you will not be able to save your information
Primary Account Owner
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
INVESTMENT MANAGEMENT AGREEMENT
This Investment Management Agreement (ldquoAgreementrdquo) is entered into by and between the client(s) named below (ldquoClientrdquo or ldquoClientsrdquo) and Formula Folio Investments LLC a Michigan limited liability company (ldquoFFIrdquo) ndash collectively the (ldquoPartiesrdquo) Client desires FFI to manage the investable assets identified below and other assets which are in the future placed under FFIrsquos management ndash the (ldquoAccountrdquo) Therefore in consideration of the mutual benefits to be derived from this Agreement it is understood and agreed as follows
1 Appointment with Limited Authority Client appoints FFI toact as a limited discretionary investment manager with respectto all assets held in the Account subject to the followinglimitationsa FFI shall have limited discretion to direct and implement
the investment and reinvestment including accountrebalancing of the assets held in the Account withoutconsultation with Client FFIrsquos authority shall surviveClientrsquos death incapacity dissolution or insolvency untilFFIrsquos receipt of written notice of that event All transactionin the Account pursuant to this limited discretionaryauthority shall be solely for the benefit and risk of Client
b This limited discretionary authority will not be exercised byFFI solely to cause Client to purchase or sell anyinvestment in which FFI or its affiliates have any personalinterest (other than fully disclosed commissions) withoutprior notice to Client It is possible that associated personof FFIrsquos firm are invested in the same securities orinvestment products that FFI is recommending
c All assets under FFIrsquos management shall be held ordistributed in Clientrsquos name or as Client otherwise directsFFI in writing FFI shall not have custody or possession ofClientrsquos cash checks securities or other property whichis not permitted under applicable law Services to beprovided by FFI under his Agreement are limited tomanagement of the Account and do not include financialplanning or other services
2 Permissible Investments Unless otherwise limited by ClientFFIrsquos discretionary authority shall include the power topurchase sell exchange rebalance or otherwise dispose ofany and all types of equity securities whether publicly orprivately offered for sale domestic or foreign Permissibleinvestments may include without limitation shares units anddirect or indirect interest in stocks mutual funds ETFs moneymarkets UITs etc
3 Investment Strategy and Limitations FFIrsquos investmentauthority will be limited by any investment objectivesguidelines or restrictions as Client and FFI may agree uponfrom time to time in writing as well as limitations imposedunder any applicable legal investment laws FFIrsquos investmentdecision is largely driven by FFIrsquos formulas investmentstrategies and any limitations rather than the timing of Clientrsquospurchase of any particular investment or how long Client hasheld a particular investment FFI may purchase sell and holdinvestments in Clientrsquos portfolio without specific consideration ofClientrsquos other investments which are not held in the Accountand without regard to the specific tax consequences to Clientresulting from the sale of an investment
4 Additions and Withdrawals Client will give FFI notice ofreasonably anticipated additions to or withdrawals form theAccount which are of a significant size or are regularly recurringin nature
5 Feesa Calculation Account management fees are calculated
monthly in arrears based on the average daily marketvalue of clientrsquos account during the preceding month asreported by clientrsquos account custodian Under somecircumstances FFIrsquos account management fees may belower than this rate schedule For example in determiningfees rates and minimums FFI may aggregate relatedaccounts and for billing purposes treat them like oneaccount This is done at FFIrsquos discretion and should notbe considered the normal order of business Other factorsmay include reduced fees for managing the accounts of
employees and employeesrsquo immediate family members b Billing Cycle Account management fees will be
deducted by the account custodian on a monthly basisand will appear on clientrsquos official statement issuedelectronically by the custodian
c Fee Deduction The custodian will deduct the feesdirectly from clientrsquos account The FFI quarterlystatements will detail the account value upon which FFIrsquosfees are calculated and the amount of the fee Thestatement is sent to client electronically or by mail in themonth following the end of each quarter Please keep inmind that in addition to the quarterly FFI statements clientreceives client will receive a detailed monthly statementfrom clientrsquos custodian electronically or by mail
d Custodial Account Maintenance Fees Share Pricesand Ticket Charges In addition to the fees mentionedabove client will pay an annual custodian charge on allretirement accounts (IRAs Roth IRAs SEP IRAs etc) inthe amount of $25 and other ancillary fees based uponactions client takes such as wire transfers out Theschedule of such ancillary charges is subject to change atany time and is available by logging into the custodianFFI may from time to time amend fees and billingprocedures Changes will become effective after 30 daysprior notice FFIrsquos fees are not based on the financialperformance capital gains or losses experienced byclientrsquos account Lower fees for comparable services(bundled or unbundled) may be available from othersources Based on the factors explained above someclients may pay lower fees than the fees described above
e FFI Administrative and Technology Fee There is anannual administrative and technology fee of $50 onAccounts that have balances of less than $100000 at theend of the January billing cycle New accounts openedafter the January billing cycle will be charged a pro-shyratedfee upon account opening This $50 fee also applies tonon-shydiscretionary non-shymanaged Accounts regardless ofthe Accountrsquos value In either scenario this fee can bewaived at the discretion of the FFI
6 Clientrsquos Representations Client represents that theengagement of FFI under this Agreement is authorized by hasbeen accomplished in accordance with and does not violate anycontracts or limitations to which Client is subject or by whichClient is governed The person whose signature appears belowis duly authorized to act on Clientrsquos behalf with respect to theAccount FFI shall be permitted to rely without independentverification upon the direction and instructions of this person theClient or Joint Client or any other representative with apparentauthority to act on Clientrsquos behalf
7 Clientrsquos Responsibilities Client shall be solely responsible forthe accuracy and completeness of all information provided toFFI A solicitor of FFI or a primary-shyinvestment adviser in a sub-shyadviser agreement with FFI will be responsible for obtaininginformation concerning Clientrsquos background circumstancesobjectives and risk tolerances for suitability purposes FFI willnot independently verify the accuracy or completeness of thisinformation
8 Clientrsquos Acknowledgmentsa Client acknowledges receipt of FFIs Form ADV Part 2 or
the equivalent Schedule H -shy Wrap Fee Brochure on orbefore the date of execution of this Agreement (ldquoFFIsDisclosuresrdquo) FFIrsquos Disclosures contain importantinformation that Client should carefully consider and areincorporated into this Agreement by this reference ThisAgreement shall control over any inconsistency with FFIsDisclosures
b Client acknowledges receipt of FFIrsquos Privacy Policy(contained in Schedule H ndash Wrap Fee Brochure) describingits practices for the collection and sharing of clientinformation
c Client acknowledges that FFI serves other clients andaffiliates and may take action with respect to any of themwhich may differ from the timing or nature of action takenwith respect to Client and the Account FFI shall have no
6
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
INVESTMENT MANAGEMENT AGREEMENT
obligation to purchase or sell for the Account or to recommend for purchase or sale by the Account any security which FFI its principals affiliates or employees may purchase or sell for themselves or for any other client
9 FFIrsquos Representationsa Registration FFI is currently registered as an investment
adviser with the Securities and Exchange Commissionunder the Investment Advisers Act of 1940 as amended(ldquoFederal Advisers Actrdquo)
b Best Efforts FFI shall perform its obligation under thisAgreement with the care skill prudence and diligenceunder the circumstances then prevailing that a prudentperson acting in a like capacity and familiar with suchmatters would use in the conduct of an enterprise of a likecharacter and with like aims Clint understands howeverthat all investments bear risks which are affected by eventsand circumstances beyond FFIrsquos control Therefore FFIcannot assure or guarantee that its advice or services willresult in achieving Clientrsquos investment objectives or thatsignificant losses of principal or income will not occur in theAccount FFI is not responsible for market or credit risk orfor errors in the exercise of its judgment make in good faithbased upon information then reasonably available Thislimitation shall not however be construed to deprive Clientof any non-shywaivable right nor relieve FFI of any non-shywaivable liability under the Federal Advisers Act asapplicable or under any other applicable federal or statelaws
10 Proxy Voting With exception to the models using theFormulaFolios US Equity Fund (ldquoMutual Fundrdquo) FFI will not beresponsible for responding to or voting proxies that are solicitedwith respect to annual or special meeting of shareholder ofsecurities held in the Account Clientrsquos will have direct access toproxy and voting materials by accessing the web address of thecustodian for the Clientrsquos Account
11 Confidential Information All information or advice sharedbetween the Parties is treated as confidential and will not bedisclosed to third parties without prior consent except aspermitted or required by law FFI may provide informationregarding the Client and the Account to its affiliates itscustodian and any other necessary third party required in orderto perform its services under this Agreement FFI may alsoprovide information to other persons as reasonably necessary inperforming its services under this Agreement for the Accountsubject to FFIrsquos privacy policy FFIrsquos privacy policy containsimportant information that Client should consider and isincorporated into this Agreement by this reference
12 Assignment No ldquoassignmentrdquo (as that term is construed underthe Federal Advisers Act as applicable) of this Agreement maybe made by FFI without Clientrsquos consent The Clientrsquos consentmay be given orally in writing or by implied consent permittedunder applicable laws Clientrsquos consent to an assignment may beconclusively presumed if FFI provides Client with written noticedescribing the proposed assignment with an opportunity andmethod to terminate this Agreement not less than 30 days priorto the event and thereafter Client continues Adviserrsquos servicesunder this Agreement without oral or written objection or contracttermination Any corporate reorganization or change inownership of FFI that does not result in a change of control ofFFI is not an ldquoassignmentrdquo for this purpose
13 Termination This Agreement may be terminated within the firstfive business days after the date indicated below without cost orpenalty Thereafter this Agreement may be terminated by Clientor FFI at any time by giving five business days prior writtennotice Client may immediately give notice to terminate thisAgreement after receipt of FFIs notice of any proposedldquoassignmentrdquo of this Agreement Termination of this Agreementshall not affect liabilities or obligations incurred or arising fromtransactions initiated under this Agreement prior to the
termination date such as the purchase of investments by FFI for the Account Client is responsible for any cost incurred in transferring assets from the Account to a different account After the termination date FFI shall have no further duties or obligations to Client under this Agreement
14 Binding Arbitrationa Client and FFI each agree to final and binding arbitration
as provided below Client and FFI each acknowledge thati Arbitration shall be final and binding on the partiesii The parties are each waiving their right to seek
remedies in court including the right to jury trialiii Pre-shyarbitration discovery is generally more limited than
and different from court proceedingsiv The arbitratorsrsquo award is not required to include factual
findings or legal reasoning and any partyrsquos right toappeal or to seek modification of rulings by thearbitrators is strictly limited
v The panel of arbitrators may include a minority ofarbitrators who were or are affiliated with the securitiesindustry
vi This agreement to arbitrate does not constitute awaiver of the right to seek a judicial forum to the extentthat such a waiver would be void under applicable law
b Client and FFI each agree that except as prohibited byapplicable law all claims or controversies and any relatedissues which may arise at any time between the Parties(including FFIrsquos representatives directors officersemployees and agents) concerning any investment orplanning advice recommendation or exercise of limiteddiscretionary authority with respect to any subject matterany transaction or order the conduct of FFI or itsrepresentatives directors officers employees andagents the construction performance or breach of this orany other agreement between the Parties whether enteredinto prior to on or subsequent to the date of thisAgreement the breach of any common law or statutoryduty or the violation of any federal or state law of anynature shall be resolved by binding arbitration rather thanby a lawsuit in a court of law or equity
c Any arbitration pursuant to this Agreement shall be inaccordance with and governed by the Code ofCommercial Arbitration of the American ArbitrationAssociation Any arbitration shall be held in the County ofKent State of Michigan
d The award of the arbitrators or of the majority of them shallbe final and binding and judgment upon the awardrendered may be entered in any federal or state courthaving jurisdiction Client and FFI agree and consent thatany state or federal court located in Michigan shall havepersonal and subject matter jurisdiction to enter judgmenton an arbitration award
e Any arbitration must be commenced by delivery to the otherparty of a written demand for arbitration or a written noticeof intention to arbitrate setting forth in detail the claim orcontroversy to be arbitrated
15 Miscellaneousa FFI is not responsible for the act omissions or insolvency
of any agent broker or independent contractor selected toperform any action on behalf of Client
b This Agreement may be amended or revised by FFIincluding its fee schedule by providing Client with 30 daysprior written notice Client is free to terminate thisAgreement as provided above if the change is notacceptable
c No provision hereof or breach of any provision may beincurred or discharged except by written agreement of theParty from whom the waiver or discharge is sought Nowaiver of any breach of this Agreement shall in any way beconstrued to be a waiver of any future or subsequentbreach
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
INVESTMENT MANAGEMENT AGREEMENT
d In the event any parts of this Agreement are found to bevoid the remaining provisions of this Agreement shall bebinding with the same effect as though the void parts weredeleted
e The validity of this Agreement and of any of its terms orprovisions as well as the rights and duties of the parties tothe Agreement shall be governed by the laws of the Stateof Michigan without regard for conflict of laws principles
f This Agreement may be executed in several counterpartseach of which shall be deemed an original
g This Agreement constitutes the entire agreement enteredby and between the Client and the FFI with respect to theAccount and supersedes any prior understandingagreements or contracts oral or written
h In computing a period of time the day of the act or eventafter which the designated period of time begins to run isnot included
i All required notices shall be in writing and will either beserved personally or directed to the last address on file orto such other address as may be designated for thispurpose by Client or FFI from time to time Notice shall bedeemed delivered and effective after seven days if sent tothe last designated address by ordinary United States mailpostage prepaid
16 Fee Schedules
Indicate the agreed upon Fee choose ONLY ONE schedule below
Multi-shyManager Tactical and FF SeriesTransaction Based Pricing Schedule
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 -shy $249999 070 _________ Next $250000 -shy $499999 065 (0 to 155)
Next $500000 -shy $999999 060 Next gt $1000000 055
THE UNDERSIGNED HASHAVE READ THIS ENTIRE DOCUMENT AND BY SIGNING THE CLIENT SIGNATURES PAGE AGREE TO ALL THE TERMS AND CONDITIONS HEREIN AND ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT
FFI Smart Passive Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040 Next $500000 -shy $1000000 035 _________ Next gt $1000000 030 (0 to 155)
Core Satellite Series Transaction Based Pricing Schedule Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055 Next $500000 -shy $1000000 050 _________ Next gt $1000000 045 (0 to 155)
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
Custodian Name
Custodian Account Number
1 Clientrsquos receipt of FormulaFolio Investments LLC Form ADV Part A or the Wrap Fee Brochure Adviserrsquos Form ADV Part 2B privacypolicy and Investment Management Agreement
2 Clientrsquos being fully informed of the risks associate with investments FFIs assets under management fees account maintenancefees and transaction fees
3 If securities or insurance products are being sold redeemed or exchanged for the purpose of funding an investment Clientrsquos beingfully informed that there may be surrender charges or additional sales charges and tax consequences associated with a saleredemption or exchange
4 Client has made an informed decision and that the recommended investment is consistent with Clientrsquos investment needs andobjectives and Clientrsquos signature below indicates Clientrsquos consent to the investment transactions covered by this Agreement
5 Client represents that the above information accurately reflects Clientrsquos investment objectives and financial status and Clientundertakes to promptly inform FFI of any material changes
6 Client has received a description of the WealthGuardTM account tracking and reporting services including related disclosures anddisclaimers and Client authorizes FFI to manage Clientrsquos accounts based on Clientrsquos selections as may be amended in writing bymutual agreement from time to time
7 Client authorizes FFI to verify Clientrsquos name(s) address birth date(s) social security number(s) and any other information necessaryto establish a client relationship as may be prescribed by anti-money laundering and other federal and state laws
8 Client accepts the terms conditions representations obligations in the Investment Management Agreement and Client agrees tobe bound by this Agreement
9 Client has received and reviewed the Solicitors or Sub-Advisory Disclosure
Client Trustee Name
Client Trustee Signature Date
Joint Client Trustee Name
Joint Client Trustee Signature Date
Advisor Financial Professionals Firm
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
Home-Office Authorized Printed Name
Home-Office Authorized Signature Date
Advisor Financial Professionals Name
Advisor Financial Professionals Signature Date
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 9 of 12
I certify as the Clients Advisor or Financial Professional that I have conducted a suitability analysis with this Client and I believe these advisory services are suitable for the Client given the Clients current financial status and risk tolerance I understand that I am responsible for conducting ongoing suitability analyses to verify that the advisory services remain appropriate for the Client I further attest that the information referenced above accurately reflects the Clientrsquos investment objectives and financial status as dictated by the Client
SUITABILITY ANALYSIS ATTESTATION
By signing below Client acknowledges
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
Solicitors Disclosure
Financial Professional Name
BDRIA Firm Name
Address
City State Zip
copy2016 FormulaFolio Investments LLC All Rights Reserved Return to FormulaFolio Investments Section 1 10 of 12
Enclosed is a copy of the current Wrap-Fee Brochure of Formula Folio Investments LLC (ldquoFFIrdquo) This is FFIrsquos disclosure brochure that is to be provided to any client or prospective client (ldquoClientrdquo) before or at the time of establishing a relationship with FFI This document is to inform the Client that your Financial Professional is not employed with FFI and may assist in establishing (and maintaining) Clientrsquos relationship with FFI for the term of Clientrsquos relationship with FFI and according to an agreement between the Financial Professional and FFI FFI will pay to the Financial Professional or the Financial Professionalrsquos firm both initial and ongoing compensation FFI will pay the Financial Professional or the Financial Professionalrsquos firm up to an annual rate of 155 of assets under management that will be deducted monthly in arrears from the Clientrsquos managed account based on the average daily market value of the preceding month as reported by the Clientrsquos account custodian
The exact fee charged to Client is also specified in the Feersquos section of the Investment Management Agreement of this Application The compensation paid to the Financial Professional by FFI is for the Financial Professional allowing FFI to manage the Clientrsquos account and covers any expenses associated with these efforts The Financial Professionals services may also include periodic contacts about investment performance reviews or other information as may be requested or required to assist in understanding FFIrsquos services or establishing an advisory relationship or providingupdating Client information on behalf of FFI
In no event will the services include providing investment advisory services on behalf of FFI FFI may pay additional compensation to the Financial Professional the Financial Professionals firm or marketing representatives that are independently contracted by FFI for marketing client servicing or related services These payments will not increase the fees associated to Clientrsquos accounts The compensation for these services is paid to the Financial Professional by FFI from the wrap-fees earned The wrap-fees are detailed in the FormulaFolios Wrap-Fee Brochure Therefore Clientrsquos advisory fees paid to FFI are all inclusive of the fees paid to the Clents Financial Professional Asset management fees will not be increased above and beyond the total wrap-fees charged by FFI Signing the Client Signature section of this account application constitutes a receipt of the Wrap-Fee Brochure and this Disclosure Document This will confirm for any federal or state securities regulator that you have received this information and are informed about the soliciotors fee arrangement between FFI and the Financial Professional as described above
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
Initial ll ati n Request
Cash Management Needs
A
FOLIO Institutional TD Ameritrade Fidelity Charles Schwab Jefferson National
Version 17
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
Name
Name
Initial ll ati n Request nt
Version 17
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
For Charles Schwab Use Only
Account Number
APP10504-22=01
Brokerage Products Not FDIC-Insured bull No Bank Guarantee bull May Lose Value
Investment Advisor (ldquoIArdquo) Information (This portion to be completed by IA)
IA Firm Name (Please print) ________________________________________________________________________________________________________
IA Master Account Number ___________________________________________________________ Service Team _________________________________
Advisor Contact Information (if follow-up is required) ____________________________________________________________________________________
Prior IA Firm Name ____________________________________________________________________________________________________(Please complete if authorization below replaces authority previously delegated)
SchwabLinkreg Investor Checking Master ______________________________________________________________________________________________
If you do not have a SchwabLink Master for your Schwab Bank High Yield Investor Checkingreg (ldquoHigh Yield Investor Checkingrdquo) account(s) please contact your sales representative to get one establishedIs your firm (or a principal employee or related person of your firm) an owner trustee executor guardian conservator or custodian of this account Yes NoIf ldquoyesrdquo is it intended that this account will hold assets belonging to persons or entities other than your firm your firmrsquos employees or yourself or relatives of you or your firmrsquos members Yes No A ldquorelated personrdquo is defined as any advisory affiliate or any person who is under common control with your firm See Form ADV for additionalinformation
Use this form to grant limited authority over your existing brokerage account at Charles Schwab amp Co Inc (ldquoSchwabrdquo) and if applicable your linked High Yield Investor Checking account at Charles Schwab Bank (ldquoSchwab Bankrdquo) to the IA named above
1 Account Holder Information
Brokerage Account Number High Yield Investor Checking Account Number (if applicable)
Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
Additional Account Holderrsquos First Name Middle Last
TrustOrganization Name
Please contact your advisor if you are switching from asset-based pricing to transaction-based pricing You will be required to complete the Asset-Based Pricing to Transaction-Based Pricing Conversion Form
May require additional documentation please contact your service team for details
Page 1 of 4
Limited Power of Attorney (LPOA) for Investment Advisor
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=02
Page 2 of 4
2 Authorizations (Please select all that apply)
You may change or revoke these Authorizations at any time by providing written notice to Schwab
Trading and Disbursement Authorization By checking the circle and signing this form I authorize Schwab (1) to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement (2) to disburse assets for investment purposes or to me personally as instructed by IA (3) to remit checks wire funds and otherwise to make disbursements of funds held in the brokerage account (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registration or (ii) to me at my address of record (Note This option is not available for Estate Guardianship Conservatorship Individual 401(k) Qualified Retirement Plan Fiduciary Trust or Inherited IRA accounts in the name of the aforementioned account types)
Trading Authorization By checking the circle and signing this form I authorize Schwab to execute trades in my brokerage account at the direction of IA as provided in the Limited Power of Attorney (LPOA) Agreement
Fee Payment Authorization By checking the circle and signing this form I authorize Schwab to pay investment advisory and related fees to IA from my brokerage account in the amount of my IArsquos instructions
Schwab High Yield Checking account If you have granted ldquoDisbursement Authorizationrdquo above to your IA on your Schwab Oneregbrokerage account and you have a linked High Yield Investor Checking account you will be deemed to have granted Disbursement Authorization to your IA on your High Yield Investor Checking account as well Under this Disbursement Authorization your IA will have the ability to transfer money from your High Yield Investor Checking account to your linked Schwab One brokerage account However with respect to your High Yield Investor Checking account your IA will not be issued a debit card and will not have access to Bill Pay services Your IA may request copies of specific account statements Any of these authorizations may be revoked by providing notice to Schwab or Schwab Bank Schwab or Schwab Bank may require that such notice be provided in writing
If you have not granted your IA Disbursement Authorization on your Schwab One brokerage account your IA may only have authority to view account information balances and transactions but not to make withdrawals or transfer funds in your linked High Yield Investor Checking account Your IA may also request copies of specific account statements
3 Issuer Communications and Related ActionsIf you have granted your IA trading authority over your brokerage account and your IA exercises investment discretion for you pursuant to an advisory contract you can appoint your IA to be sent certain issuer and issuer-related communications (proxies tender offers proposed mergers rights offerings exchange offers and warrants among other things) that may require a voting decision or other action regarding investments held in your brokerage account
If you appoint your IA below your IA will regarding only those voting decisions or other action communications sent to your IA (i) be requested to vote proxy ballots (ii) be requested to provide instructions regarding corporate reorganizations and other corporate actions and (iii) be sent certain prospec-tuses and annual reports and other communications In these cases you will be authorizing your IA to make all voting decisions and take all actions on your behalf You will not be sent informational copies of these communications
Even if you appoint your IA below you may still be sent certain other issuer and issuer-related communications regarding investments held in your brokerage account You agree that you will be responsible for providing Schwab any applicable instructions or directions on those items
Please select only one
Yes I appoint my IA and I will fulfill my responsibilities as described above I instruct Schwab not to disclose my name address and securities positions to any issuer of securities held in my brokerage account
No I do not appoint my IA as described above I wish to be sent all issuer and issuer-related communications make all voting decisions and take all actions described above I understand that any issuer of securities held in my brokerage account may request that Schwab disclose to it my name address and securities positions in that issuer
If you selected ldquoNordquo above please select one My IA should should not be sent informational copies of any issuer or issuer-related communications
If you do not select either ldquoYesrdquo or ldquoNordquo above Schwab will deem you to have indicated ldquoNordquo but informational copies of issuer and issuer-related communications may be sent to your IA
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
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copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=03
Page 3 of 4
4 Schwab Bank High Yield Investor Checkingreg Investment Advisor Authorizations(If you do not have a High Yield Investor Checking account please skip this section)
If you have listed a High Yield Investor Checking account in Section 1 of this form please read this section These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing in Section 6 I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled
or employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disburse-ment instructions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transac-tion or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is
received by Schwab Bank such revocation will not affect my obligations resulting from transactions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instruc-tions to Schwab Bank in connection with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
5 Certification of TrustmdashTrust Accounts OnlyBy signing this Limited Power of Attorney form on behalf of a Trust each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
6 Please Read Sign and Date
The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or Trustee By signing below I authorize the Investment Advisor (IA) named on page 1 of this document to be my Agent (attorney-in-fact) to the extent provided in this Limited Power of Attorney (LPOA) document Further I certify that I have read carefully the provisions of this LPOA document By signing this Limited Power of Attorney each Trustee signing below (the ldquoTrusteesrdquo) certifies that the representations and warranties in the attached Certification of Trust are true and complete
Furthermore by signing this agreement I acknowledge that these terms relate to my account(s) and are part of (A) the Account Agree-ment between me and Schwab for my Schwab Onereg account and if applicable (B) the Account Agreement between me and Schwab Bank for my High Yield Investor Checking accountAdditionally by signing this Agreement each Account Holder consents to Schwabrsquos (i) sending by mail electronic delivery andor other means duplicate copies of account trade confirmations account statements and any other
information relating to the Account Holder and the account to the Account Holderrsquos IA if and in such manner as requested by the Account Holderrsquos IA (ii) sending such information about the Account Holder and the account to third parties (such as CPAs or performance-reporting companies) as the Account Holderrsquos IA shall direct Schwab and (iii) disclosure of information about the Account Holder and the account to other third parties as provided in this LPOA and the Account Agreement Furthermore I acknowledge that I have received a copy of the Account Terms to retain for my records
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
APP10504-22=04
Page 4 of 4
6 Please Read Sign and Date (Continued)
All Account Holders must sign and date below If this is a Trust Estate Guardianship or Conservatorship account all current trustees executors guardians or conservators must sign even if not listed on the account registration If needed you may attach a separate sheet with additional signatures
Please Note By signing below I authorize Schwab to provide IA any and all requested information of any nature whatsoever regarding my brokerage account including but not limited to copies of my account statements applications or like documentation and if applicable copies of checks written against my linked Schwab Bank High Yield Investor Checkingreg account
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Account HolderTrusteeCustodianExecutor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Date _____________________________________________________________________________
Signature Additional Account HolderCo-TrusteeCo-Executor Print Name (mmddyyyy)
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
This LPOA amends the Account Holderrsquos Account AgreementTrading Authorization If I have indicated on this LPOA that the Investment Advisor (ldquoIArdquo) named above which I understand may be referred to as ldquoInvestment Managerrdquo or ldquoIMrdquo in other documentation relating to my Account will have the authority to direct Charles Schwab amp Co Inc (ldquoSchwabrdquo) to execute trades in my Account I authorize Schwab to accept instructions from IA regarding my Account and to take all other actions necessary or incidental to the execution of such instructions as IA shall direct If my Account has a margin feature Schwab is authorized to accept instructions from IA to trade on margin to sell short to borrow securities to otherwise cause credit to be extended through the Account and to secure the performance of obligations in the Account with any assets held in the Account (the ldquoAccount Assetsrdquo) If my Account is authorized for option trading Schwab is authorized to accept instructions from IA to purchase and sell (write) index participation contracts and covered and uncovered option contracts on securities and securities-related indexes up to my approved level of options trading strategy Schwab and other people to whom Schwab has given instructions in order to implement the IArsquos instructions may rely on IArsquos instructions without obtaining my approval countersignature or co-signature IArsquos authority will include without limitation the authority to give instructions for transactions in securities and financial instruments including the buying and selling of stocks bonds debentures notes subscription warrants stock purchase warrants covered and uncovered options (if I have authorized trading covered and uncovered options and only up to my approved level of options trading strategy) mutual fund shares evidences of indebtedness and any other securities instruments or contracts relating to securitiesI authorize Schwab to take such actions as Schwab deems reasonably necessary to carry out instructions Schwab receives from me andor IA I further authorize Schwab acting upon IArsquos instructions to aggregate transaction orders for my Account with orders for one or more other accounts over which IA has trading authorization or to accept or deliver assets in transactions executed by other broker-dealers where IA has so aggregated orders I agree that if any such aggregated order is executed in more than one transaction my portion of such order may be deemed to have been executed at the weighted average of the prices at which all of such transactions were executedFee Payment Authorization If I have indicated on this Application that my IA will have fee payment authority over my Account I authorize Schwab to pay investment advisory and related fees from my Account (or another account registered to my name over which I have granted
IA fee payment authorization) to my IA in the amount of my IArsquos instructions I have authorized my IA in writing to receive fee payments directly from my Account Schwab may rely on the instructions submitted by my IA and will have no responsibility to confirm those instructions with me or verify the fees Schwab may redeem money market fund shares in my Account to the extent necessary to pay these fees My IArsquos fees debited from my Account will appear on Schwabrsquos statements of my Account (or another account registered to my name over which I have granted IA fee payment authorization)Disbursement Authorization If I have indicated on this Application that my IA will have trading and disbursement authority over my Account I authorize Schwab to disburse assets from my Account for investment purposes and funds to me personally as instructed by my IA On my IArsquos instruction Schwab is authorized to remit checks wire funds and otherwise make disbursements of funds held in my Account to (1) banks other broker-dealers investment companies or financial institutions to or for credit to an account of identical registration or (2) to me at my address of recordRole of Charles Schwab amp Co Inc I acknowl-edge and agree that Schwab will merely carry out transactions as directed by me andor IA as the case may be I (and not Schwab) am responsible for investigating and selecting IA except in the case of Schwabrsquos affiliated IAs Windhaven Investment Management Inc (ldquoWindhavenregrdquo) and ThomasPartners Inc (ldquoThomasPartnersregrdquo) IAs are not affiliated with or controlled or employed by Schwab and Schwab has no duty to supervise or monitor trading by me or by IA including Windhaven and ThomasPartners in my Account Schwab will send me written confirmations of my trades executed through Schwab and monthly statements of all activity in my Account I authorize Schwab to obtain from IA and IA to provide to Schwab information regarding my Account as Schwab may reasonably requestIf my IA andor I direct Schwab to act as custodian of non-publicly traded assets I acknowledge and agree (1) that non-publicly traded assets generally lack a liquid market and that the value of such assets may be difficult to ascertain (2) that any estimated value reflected on my account statement or other communica-tion from Schwab is for informational purposes only and may be significantly different from the actual market value or the liquidation value of such assets (3) that Schwab has no responsi-bility for nor does Schwab guarantee the accuracy of any such valuation of assets even if the assets have been valued by a pricing service selected by Schwab (4) that Schwab may require that I sign an addendum to my Account Agreement if Schwab agrees in the exercise of its discretion to accept custody of any non-publicly traded assets in my Account I authorize Schwab to obtain from IA and IA to
provide to Schwab information regarding my Account as Schwab may reasonably request If any of IArsquos employees is associated with a member of the Financial Industry Regulatory Authority (FINRA) or affiliate Schwab is authorized to deliver information concerning my Account to such member upon request Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA These products and services may not necessarily benefit my AccountI acknowledge understand and agree that (1) Schwab Advisor Networkregmember advisors pay Schwab fees to be members (2) Network member advisors are independent and not employees or agents of Schwab (3) Schwab prescreens Network member advisors and checks their experience and credentials against criteria Schwab sets (4) neither an IArsquos membership in Schwab Advisor Network nor Windhavenrsquos or ThomasPartnersrsquo affiliation with Schwab changes that (A) I am solely responsible for (i) the decision to hire IA (ii) what authority to give IA and (iii) evaluating IArsquos services and performance and (B) Schwab (i) does not supervise IA and (ii) takes no responsibility to monitor IArsquos performance or transactions in the Account and (5) if I was referred to IA through the Schwab Advisor Network or referred to Windhaven or ThomasPartners I received read and understood the Schwab Advisor Network Disclosure Document and the Windhaven Disclosure Brochure or the ThomasPartners Disclosure BrochureTermination of Authorizations The authoriza-tions I have granted in this LPOA will remain effective until I or IA have revoked or terminated any of them by giving notice to Schwab either by mail telephone facsimile telegraph messen-ger electronic mail voice mail or otherwise provided however that Schwab reserves the right to require written notice or confirmation that such authorization has been terminated or revoked I understand that I may revoke or terminate all authorizations or designations conferred herein at any time Unless revoked or terminated by me all authorizations and designations conferred herein to IA shall continue to apply to IArsquos successors or assigns Such revocation will not affect my obligation resulting from transactions initiated prior to Schwabrsquos receipt of such notice I understand that if Schwab terminates its IA Service Agreement with IA Schwab will not be obligated to honor any further instructions from IA I will have exclusive control over and responsibility for my Account and unless Schwab notifies me otherwise my Account will become a Schwab retail brokerage account subject to all terms and conditions applicable thereto including fees and commissions investment products and other services available to Schwab retail customers Schwab will notify me as soon as reasonably possible after any such termination
These terms relate to your Schwab brokerage account and are part of the Account Agreement between each Account Holder and Schwab Please retain for your files
Page 1 of 3
Limited Power of Attorney (LPOA) for Investment Advisor Agreement
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 2 of 3
Products and Services Provided to IA Schwab may provide IA at no fee or at a discounted fee with research software and other technology information and consulting services and other products and services that benefit IA Schwabrsquos provision of these products and services to IA may be based upon clients of IA placing a certain amount of assets in their brokerage accounts at Schwab (ie custodying assets at Schwab) within a certain period of time IA may be influenced by this commitment in recommending or requiring that its clients establish brokerage accounts at Schwab These products and services may not necessarily benefit my Account
Pricing Schwab and IA may agree to pricing (including commissions and transaction account and service fees) for my Account and IArsquos other clientsrsquo accounts at Schwab based upon the nature and scope of business that IA transacts with Schwab including the current and future expected amount of IArsquos clientsrsquo assets custodied at Schwab the types of securities managed by IA andor expected frequency of IArsquos trading Schwab may change this pricing if the nature and scope of business that IA transacts with Schwab change or do not reach agreed-upon levels in which case pricing for IArsquos clientsrsquo accounts including my Account may increase to
an amount determined by Schwab not to exceed Schwabrsquos standard pricing as published in the then-current Charles Schwab Pricing GuideIndemnification I agree to indemnify and hold harmless Schwab its affiliates and their directors officers employees and agents from and against all claims actions costs and liabilities including attorneysrsquo fees arising out of or relating to (1) their reliance on this LPOA and (2) Schwabrsquos execution of IArsquos instructions
These terms relate to your Schwab Bank High Yield Investor Checkingreg account and are part of the Deposit Account Agreement between each Account Holder and Schwab Bank Please retain for your files
Investor Advisor Authorizations
These Investment Advisor Authorizations are an agreement between Charles Schwab Bank (ldquoSchwab Bankrdquo) and each Account Holder The terms ldquoIrdquo ldquomerdquo and ldquomyrdquo refer to each Account Holder or trustee By signing these Investment Advisor Authorizations I(1) authorize the Investment Advisor (IA) named
on this form to exercise the authorities described in Section 2 of this form and I authorize Schwab Bank to take such actions as Schwab Bank deems necessary to carry out instructions Schwab Bank receives from me andor my IA I further authorize Schwab Bank in its sole discretion and for whatever reason to request additional documentation from me prior to executing any transaction requested by my IA
(2) acknowledge and agree thatbull Schwab Bank will merely effect transac-
tions as directed by my IArsquos Disbursement Authority
bull Schwab Bank will not give legal or tax advice
bull Schwab Bank is not acting as a fiduciarybull I (and not Schwab Bank) am responsible
for investigating and selecting my IAbull my IA is not affiliated with or controlled or
employed by Schwab Bank and Schwab Bank has not approved recommended or endorsed my IA
bull unless required by applicable law Schwab Bank has no duty to review supervise or monitor any transaction by my IA in my High Yield Investor Checking account and
bull Schwab Bank reserves the right in its sole discretion to no longer honor instructions from my IA and will notify me if it chooses to do so
(3) hereby ratify and confirm any and all transactions or dealings effected in and for my High Yield Investor Checking account by my IA and I agree to indemnify and hold harmless Schwab Bank its affiliates and their directors officers employees and agents from and against all claims actions judgments settlement amounts costs and liabilities including attorneysrsquo fees arising out of or relating to their reliance on this form and these Account Terms Schwab Bankrsquos execution of my IArsquos instructions and Schwab Bankrsquos execution of disbursement instruc-tions received from my IArsquos Disbursement Authority
(4) agree to indemnify and hold Schwab Bank harmless from and to pay Schwab Bank promptly upon demand for any and all losses or financial obligations which may arise from the acts or omissions of my IA with respect to my High Yield Investor Checking account I also agree that Schwab Bank will not be liable and I will not attempt to hold Schwab Bank liable for any transaction or decision made by my IA whom I have selected regardless of whether or not any such transaction or decision was specifically authorized by me
(5) understand that this authorization and indemnification will remain in effect until Schwab Bank is notified in writing of my death mental disability incompetence or incapacity or until I have revoked it by written notification and such notification is received by Schwab Bank such revocation will not affect my obligations resulting from transac-tions initiated prior to Schwab Bankrsquos receipt of notice of revocation
(6) understand that this form supplements and in no way limits or restricts rights which
Schwab Bank may have under existing law or any other agreement with me This form will bind my heirs executors administrators successors and assigns and will benefit Schwab Bankrsquos successors affiliates and assigns
(7) certify that I have read carefully the provisions of this form and understand that it authorizes my IA herein named to exercise all rights and powers set forth above with respect to my High Yield Investor Checking account and I understand that anything my IA may do in the exercise of such rights and powers is fully binding upon me I hereby authorize the IA named in this form and in such capacity to give instructions to Schwab Bank in connec-tion with my High Yield Investor Checking account specified on this form and to take other actions necessary or incidental to the execution of such instructions I authorize Schwab Bank and other persons to whom Schwab Bank has given instructions in order to implement my IArsquos instructions to rely on my IArsquos instructions without obtaining my approval countersignature or co-signature I understand that this is not a Durable Power of Attorney and that all authority granted to my IA shall cease automatically upon Schwab Bank receiving written notification from a licensed physician of my mental disability incompetence incapacity or death
WB
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2014 Charles Schwab amp Co Inc (ldquoSchwabrdquo) All rights reserved Member SIPCCS22692-01 (1214-8072) APP10504-22 (1214)
Page 3 of 3
Certification of TrustmdashTrust Accounts Only
This Certification sets forth the Trusteesrsquo representations and warranties regarding their authority under the Trust Please retain for your filesBy signing the Application each Trustee represents and warrants that Charles Schwab amp Co Inc (ldquoSchwabrdquo) is authorized as a brokerage firm to open and maintain the Account on behalf of the Trust identified in this Application (the ldquoTrustrdquo) in accordance with the account agreements applicable to this Account including without limitation the authority to accept hold and deliver assets belonging to the Trust and to accept orders and other instruc-tions relating to the Trust from any of the Trustees The Trustees represent warrant and certify that either the Trust Agreement or applicable law grants the Trustees the power to delegate to others (such as a financial advisor) the authority to give trading instructions with respect to the Trustrsquos Account with Schwab and if so initialed in Section 2 of this Application to authorize Schwab to (1) execute trades in the Account at the direction of IA (as defined in the Application) as provided under the Trading Authorization heading in the attached Schwab Onereg Account Application Agreement (2) disburse assets for investment purposes or to Trustees personally as instructed by IA (3) remit checks wire funds and make certain disbursements of funds held in the account as regulations permit (i) to banks broker-dealers investment companies or other financial institutions for credit to an account of identical registrations or (ii) to Trustees personally at their addresses of record and (4) to pay investment advisory and related fees from the Account in the amount of IArsquos instructions The disbursement authorization does not apply to Schwab MoneyLinkreg distributions or direct ongoing electronic payments of dividends interest and money market income Note Trustees acknowledge and agree that Schwab cannot confirm the account registration at the receiving financial institution and will rely solely on the representations of the IA as to the identical registration of the receiving accountsThe Trustees represent warrant and certify that the Trust Agreement expressly grants them the power to buy sell (including short sales) exchange convert tender redeem and withdraw assets (including delivery of assets to and from
the Account and to a Trustee personally) and if the Margin Borrowing feature is not declined to trade securities on margin or otherwise (including the purchase andor sale of options contracts) for and at the risk of the Trust and to grant authority to a brokerage firm acting as principal or otherwise to pledge repledge hypothecate or rehypothecate assets of the Trust The Trustees agree to decline the Margin Borrowing feature if such authorizations for borrowing are not contained in the Trust Note Additional documents are required to add someone as Power of Attorney In order to trade options in a Trust Account through Schwab the Trust must meet certain financial requirements and the Trustee(s) must meet certain investment experience requirements and complete a separate Schwab Option Margin and Short Account Application The Trustees further represent warrant and certify that if the Trustees pledge Trust assets (including securities owned by the Trust) to secure obligations owed to Schwab the Trust expressly authorizes the Trustees to enter into such pledges The Trustees further represent warrant and certify that the Trust authorizes the Trustee(s) to grant a lien and right of set-off in favor of Schwab to secure the repayment of all present or future indebtedness The Trustees represent warrant and certify that Schwab is authorized to follow the instructions of any Trustee to deliver funds securities and other assets in the Account to any Trustee or on any Trusteersquos instructions because either (1) the Trust expressly authorizes that each Trustee if more than one is authorized to act individually independently and without consent of the other Trustees or (2) the Trustees have consented to each Trustee acting individually independently and without the consent of the other Trustees with respect to the Account and that such delegation of authority is expressly authorized by the Trust and applicable law The Trustees agree that any notice sent to one Trustee will constitute notice to all Trustees Schwab in its sole discretion and for its sole protection may require the written consent of any or all Trustees prior to acting upon any instructions of any Trustee The Trustees represent warrant and certify that neither they nor the Trust impose any obligation upon Schwab for determining the purpose or
propriety (i) of any instructions received from any Trustee or (ii) of payments or deliveries to or among the Trustees By signing this Application each Trustee further represents warrants and certifies that there are no other currently acting Trustee(s) of the Trust other than those signing this Application Should only one person execute this Application it is a representation that the signer is the sole current acting Trustee Finally the Trustees represent warrant and certify that the Trust has not been revoked modified or amended in any manner which would cause the representations contained in this Certification to become incorrect or incomplete Each Trustee agrees to notify Schwab immediately in writing of any change that would cause this Certification to become incorrect or incomplete The Trustees acknowledge and agree that all prior designations consents and authorizations which may have previously been agreed to by any prior trustee(s) acting on behalf of the Account(s) shall continue to apply both with respect to the Trust and to the Trustees The Trustees further acknowledge and agree that the Account will remain subject to any prior agreements (including any addenda andor amendments thereto) as may currently be applicable to the Account(s) including but not limited to the terms and conditions of any Account Agreement(s) and Disclosures relating to the Trust as each may be amended from time to time The Trustees agree to assume by way of assignment from any prior trustee(s) all trustee obligations and liabilities set forth in any of the applicable Trust Agreement(s) whether or not each Trustee personally executed such applica-tions or agreement(s) on behalf of the Trust Each Trustee hereby jointly and severally in both personal and representative capacities agrees to indemnify Schwab its affiliates officers directors employees and agents from and to hold such persons harmless against any claims judgments surcharges settlements or other liabilities or costs of defense or settle-ment (including investigative and attorneysrsquo fees) arising out of or related to any act or omission to act by any Trustee with respect to the Account The representations and obligations stated in this Certification will survive the termination of the Account
00125414
WB
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
1
Wrap Fee
Program Brochure This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training 89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328
FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 10142016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 - MATERIAL CHANGES
Material changes since the last update
Since the annual amendment filing on February 11 2016 this ADV Part 2A Brochure has been materially amended as follows
Ryan Wheless has been made President of Retirement Wealth Advisors Inc and Jason Wenk has shifted to the CEO position of Retirement Wealth Advisors Inc
Ryan Whelessrsquo association with Allied Wealth Management has been addressed in Item 10 to disclose possible conflict of interest See ITEM 10 - OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
3
ITEM 3 - TABLE OF CONTENTS
Table of Contents
WRAP FEE PROGRAM BROCHURE 1
ITEM 2 - MATERIAL CHANGES 2
ITEM 3 - TABLE OF CONTENTS3
ITEM 4 ndash SERVICES FEES AND COMPENSATION4 FEE SCHEDULES WITH WEALTHGUARDtrade 9 FEE SCHEDULES WITH ASSETLOCKreg 11
ITEM 5 ndash ACCOUNT REQUIREMENTS AND TYPES OF CLIENTS 12
ITEM 6 ndash PORTFOLIO MANAGER SELECTION AND EVALUATION 12
ITEM 7 ndash CLIENT INFORMATION PROVIDED TO PORTFOLIO MANAGERS 13
ITEM 8 ndash CLIENT CONTACT WITH PORTFOLIO MANAGERS 14
ITEM 9 ndash ADDITIONAL INFORMATION 14
EXHIBIT 1 ndash MODEL PORTFOLIO INFORMATION 18
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
4
Item 4 ndash Services Fees and Compensation
Terminology
The following definitions are essential to understanding the explanations contained within this disclosure document American Stock Exchange (AMEX) The
second-largest stock exchange in the United States after the New York Stock Exchange (NYSE) In general the listing rules are a little more lenient than those of the NYSE and thus the AMEX has a larger representation of stocks and bonds issued by smaller companies than the NYSE Some index options and interest rate options trading also occurs on the AMEX The AMEX started as an alternative to the NYSE It originated when brokers began meeting on the curb outside the NYSE in order to trade stocks that failed to meet the Big Boardrsquos stringent listing requirements but the AMEX now has its own trading floor In 1998 the parent company of the NASDAQ purchased the AMEX and combined their markets although the two continue to operate separately Aggregate The total or the sum
Cross Transactions A transaction in which a
person acts as an investment adviser in relation to a transaction in which such investment adviser or any person controlling controlled by or under common control with such investment adviser acts as broker for both such advisory client and for another person on the other side of the transaction Custodian An agent bank trust company or
other organization which holds and safeguards an individualrsquos assets for them NASDAQ A capitalization weighted index that
tracks the performance of domestic commons stocks traded on the regular NASDAQ markets as well as the National Market System traded
foreign common stocks and American Depository Receipts (ADRs) The NASDAQ is a computerized system established by the FINRA to facilitate trading by providing broker dealers with current bid and ask price quotes on over-the-counter stocks and some listed stocks Unlike the Amex and the NYSE the NASDAQ (once an acronym for the National Association of Securities Dealers Automated Quotation system) does not have a physical trading floor that brings together buyers and sellers Instead all trading on the NASDAQ exchange is done over a network of computers and telephones An investor cannot invest directly in the index New York Stock Exchange The oldest and
largest stock exchange in the United States located on Wall Street in New York City The NYSE is responsible for setting policy supervising member activities listing securities overseeing the transfer of member seats and evaluating applicants It traces its origins back to 1792 when a group of brokers met under a tree at the tip of Manhattan and signed an agreement to trade securities Unlike some of the newer exchanges the NYSE still uses a large trading floor in order to conduct its transactions It is here that the representatives of buyers and sellers professionals known as brokers meet and shout out prices at one another in order to strike a deal This is called the open outcry system and it usually produces fair market pricing In order to facilitate the exchange of stocks the NYSE employs individuals called specialists who are assigned to manage the buying and selling of specific stocks and to buy those stocks when no one else will Of the exchanges the NYSE has the most stringent set of requirements in place for the companies whose stocks it lists and even meeting these requirements is not a guarantee that the NYSE will list the company
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
5
Proxy A written authorization given by a
shareholder for someone else usually the companyrsquos management to cast hisher vote at a shareholder meeting or at another time Re-balancing Making adjustments to
counteract the fact that different assets have performed differently and now comprise different percentages of the portfolio than originally intended Soft Dollars Payments to a financial
institution in terms of commission revenue rather than actual cash payments
General Program Overview FormulaFolio Investments LLC(herein after referred to as ldquoFormulaFoliosrdquo ldquoFFIrdquo ldquousrdquo ldquowerdquo and ldquoourrdquo) is a registered investment adviser with the Securities and Exchange Commission (ldquoSECrdquo) We provide investment portfolio advice and supervisory services to our clients utilizing equities index mutual funds and exchange traded funds (ETFs) We allocate your assets in accordance with your specific goals financial situation and any investment limitations you may impose The trade name for our portfolios is ldquoFormulaFoliosrdquo and each portfolio is built as a ldquoFormulaFolio Custom Allocationrdquo We offer multiple investment portfolios some of which are managed through application of our proprietary investment model We also utilize outside Model Managers which are blended with FormulaFolio Strategies to create the Multi-Manager Allocation Series Each FormulaFolio Allocation is different and you should choose the FormulaFolio Allocation that best suits your investment goals and objectives Our FormulaFolio accounts are discretionary however our discretionary authority is limited This means that you authorize the firm to engage solely in implementing your FormulaFolio Allocationrsquos specific investment criteria and account rebalancing Rebalancing is accomplished by reallocating assets to achieve original asset targets The rebalancing process does not involve investment supervisory services Please keep in mind that the rebalancing process is done without regard to how long you have held the securities or various tax
consequences from purchases or sells If you are concerned about how the tax consequences may affect your unique situation please consult a tax professional FormulaFolio Accounts
We use our proprietary securities screening models to determine our investment recommendations The equities mutual funds and exchange traded funds (ETFs) that comprise our portfolios are chosen by a formula to help eliminate human emotion from the investing process Each account is established with a minimum four percent cash position and the remaining percentage is fully invested in the selected FormulaFolio Custom Allocation We then implement our proprietary model to identify and
direct which securities to own Throughout the course of your participation in this program the proprietary model will dictate how long to hold each security and when to sell You will always be able to identify what securities you own inside your account Your account holdings are then updated by reapplying the formula and rebalancing the account to achieve the original asset allocation on an annual basis Each FormulaFolio Custom Allocation will only accept securities that specifically meet the qualification of our proprietary investment model It may be possible that no securities will qualify for the FormulaFolio Custom Allocation during a given period of time This may result in an account maintaining a full cash position for a given amount of time Since FormulaFolio Custom Allocations are derived by the application of a
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
6
statistical model it is important investors understand portfolio management decisions are made entirely via investing formulas (computer models) and not by an individual or committee If you decide to remove your funds from a FormulaFolio Custom Allocation or if you do not wish to participate in market fluctuations you may direct us to place your funds in our money market account However we do not recommend this as a long-term strategy since you will be charged the standard account fees while your funds are sitting in the money market account (please see ldquoProgram Feesrdquo section below for a detailed description of the fees associated with the FormulaFolio strategies) A proprietary asset allocation model recommends each FormulaFolio Custom Allocation which is entirely separate from the proprietary securities screening models The asset allocation model helps us determine the most suitable FormulaFolio Custom Allocation based on investor financial goals risk tolerance and tax qualification of their accounts This asset allocation process can be updated at any time1048577by request to the clientrsquos
adviser It is possible that in the future we may decide to change an asset allocation based on economic research concerning the various formulas and portfolios It is extremely important to understand that past performance of an investment is no indication of that investmentrsquos future performance Our services are introduced in one of two ways (1) solicitors or (2) primary advisors with FFI as sub-advisor We pay these solicitors and primary advisors a portion of the advisory fee we collect from clients that were referred to us by the solicitors or primary advisors Affiliated Registered Mutual Funds
FormulaFolios (FFI) serves as the investment advisor to the FormulaFolios US Equity Fund The investment of the FormulaFolios US
Equity Fund is long-term capital appreciation FFI manages the FormulaFolios US Equity Fund portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Fundrsquos prospectus and statement of additional information rather than on the individual needs and objectives of the FormulaFolios US Equity Fund shareholders Prior to investing shareholders should consider whether the investment strategy of the FormulaFolios US Equity Fund meets their investment objectives and risk tolerance For a complete description of the investment object and risks please refer to the FormulaFolios US Equity Fund prospectus FFI also serves as the investment advisor to the FormulaFolios US Equity Portfolio Shares of the FormulaFolios US Equity Portfolio are intended to be sold to certain separate accounts of the participating life insurance companies as well as qualified pension and retirement plans and certain unregistered separate accounts Shares will be held by the separate accounts or plans for the benefit of the purchaser or participant The investment objective of the FormulaFolios US Equity Portfolio is the same as the FormulaFolios US Equity Fund seeking long-term capital appreciation FFI manages the FormulaFolios US Equity Portfolio assets based on the specific investment objectives and restrictions as outlined in the FormulaFolios US Equity Portfolio prospectus and statement of additional information rather than on the individual needs and objectives of the insurance carrier or policyholder Please refer to the FormulaFolios US Equity Portfolio prospectus for a complete description of the investment objective and risks pertaining to the FormulaFolios US Equity Portfolio Both the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio are diversified series of the Northern Lights Fund Trust II an Investment Company registered under the Investment Company Act of 1940
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
7
FFI offers separately managed accounts and other investment fund products in addition to the funds above Some of these offerings include portfolios of investments that are substantially identical to these funds and could create certain conflicts of interest As the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio and any separate accounts or investment funds managed similarly to these will be managed concurrently all transactions will be implemented according to FFIrsquos trade allocation procedures These procedures among other things ensure that all trades allocated to advisory clients fulfill the FFIrsquos fiduciary duty to each client and otherwise allocate securities on a basis that is fair and nondiscriminatory Such procedures are generally applied in numerous instances including among other things block and bunched trades cross transactions and private placements In determining a fair allocation FFI takes into account a number of factors including among other things the Adviserrsquos fiduciary duty to each client any potential conflicts of interest the size of the transaction the relative size of a clientrsquos portfolio cash available for investment suitability as well as each clientrsquos investment objectives Calculation of Investment Management Fee
Account management fees are calculated monthly in arrears based on the average daily market value of your account during the preceding month as reported by your account custodian Under some circumstances our account management fees may be lower than this rate schedule For example in determining fees rates and minimums we may aggregate related accounts and for billing purposes treat them like one account This is done at our discretion and should not be considered the normal order of business Other factors may include reduced fees for managing the accounts of employees and employeesrsquo immediate family members
Billing Cycle Account management fees will be deducted by the account custodian on a monthly basis and will appear on your official statement issued electronically by the custodian Fee Deduction The custodian will deduct the fees directly from your account The FFI quarterly statements will detail the account value upon which our fees are calculated and the amount of the fee The statement is sent to you electronically or by mail in the month following the end of each quarter You may object to the deduction of fees from the account by notifying us at the address or telephone numbers shown on each billing invoice Please keep in mind that in addition to the quarterly FFI statements you receive you will receive a detailed monthly statement from your custodian electronically or by mail Custodial Account Maintenance Fees Share Prices and Ticket Charges
In addition to the fees mentioned above you will pay an annual custodian charge on all retirement accounts (IRAs Roth IRAs SEP IRAs etc) in the amount of $25 and other ancillary fees based upon actions you take such as wire transfers out The schedule of such ancillary charges is subject to change at any time and is available by logging into the custodian We may from time to time amend our fees and billing procedures Changes will become effective after 30 days prior notice Our fees are not based on the financial performance capital gains or losses experienced by your account Lower fees for comparable services (bundled or unbundled) may be available from other sources Based on the factors explained above some clients may pay lower fees than the fees described above
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
8
Additional Compensation
Our firm does not receive ldquosoft dollarsrdquo from any vendor or service provider such as an insurance company or broker -dealer in exchange for our placement of brokerage transactions We may enter into agreements with brokerage investment advisory or insurance firms which permit us to enter into solicitor agreements with the firmrsquos salespersons We may also enter into agreements with individuals corporations or partnerships to act as solicitors These solicitor agreements are structured according to SEC Rule 206(4)-3 under the Investment Advisers Act of 1940 We pay referral fees to persons who solicit clients for our firm If the individual solicitor is a registered representative of a brokerage firm we pay the referral fees to the brokerage firm and the brokerage firm pays a substantial portion of the referral fees to the individual who referred the client to us Client Costs
The strategies provided in the FormulaFolios Wrap-Fee Program may be greater or less than the client would otherwise pay if they purchased each service separately
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
9
Fee Schedules with WealthGuardtrade
WealthGuardtrade is a tracking software used to
monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client is willing to tolerate It is NOT an actual stop-loss and will NOT automatically sell the individual securities in the portfolio WealthGuardtrade offers the client multiple options (1) Upon reaching the WealthGuardtrade value the clientrsquos account will be liquidated into cash or (2) Upon reaching the WealthGuardtrade value the clientrsquos account is reinvested two allocations more conservatively (ie from MM100 to MM60) Should the client choose to liquidate the portfolio into cash there is no guarantee the exact WealthGuardtrade value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the clients and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity and Charles
Schw ab)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $100000 075
Next $100000 - $249999 070 _________
Next $250000 - $499999 065 (0 to 155)
Next $500000 - $999999 060
Next gt $1000000 055
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 090
Next $250001 - $500000 085 _________
Next $500001 - $1000000 080 (0 to
155) Next $1000001 - $2000000
070
Next gt$2000001 Please Contact FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments Mgmt Fee Rep Fee
First lt $250000 075
Next $250001 - $500000 070 _________
Next $500001 - $1000000 065 (0 to
155)
Next $1000001 - $2000000 055
Next gt$2000001 Please Contact FFI
Investment Advisory Fees may be negotiable but may not exceed a maximum of 23
Investment Advisory Fees may be negotiable but may not exceed a maximum of 245
Variable Annuity Asset Allocation Fee FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule
Allocation Style FF Investments Mgmt Fee
Multi-Manager Allocation 070 _________
(0 - 130)
Unified Managed Account Program
Amount Under Management Platform Fees
Without WeatlhGuardtrade 040
With WeatlhGuardtrade 050
Plus an additional fee per model (approximately 40-75 basis points
although certain models may have fees outside of this range) Applicable manager fees will apply only when a manager is
included in the allocation and those fees will only apply against the percentage of the portfolio for which the manager is allocated
Minimum account size $150000 per model allocation
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
10
Core Satellite Series (Custodian TD Ameritrade Fidelity and Charles Schwab)
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 055
Next $500000 - $1000000 050 _________
Next gt $1000000 045 (0 to 155)
Core Satellite Series (Custodian Folio Institutional)
Amount Under Management
FF Investments Mgmt Fee Rep Fee
First lt $500000 070
Next $500000 - $1000000 065 _________
Next gt $1000000 060 (0 to 155)
FFI Smart Passive Series
Amount Under Management
FF Investments Mgmt Fee
Rep Fee
First lt $500000 040
Next $500000 - $1000000 035 _________
Next gt $1000000 030 (0 to 155)
(Remainder of Page Intentionally Left Blank)
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
11
Fee Schedules with AssetLockreg AssetLockreg is a tracking software used to monitor the performance growth of a clientsrsquo portfolio and to predetermine the amount of downside the client(s) isare willing to tolerate It is NOT an actual stop loss and will NOT automatically sell the individual securities in the portfolio Once the portfolio has reached the AssetLockreg value by initialing the AssetLockreg Agreement the client(s) authorizes FFI to liquidate the portfolio and move all the assets into cash During any liquidation process there is no guarantee the exact AssetLockreg value will be captured nor that the assets will be sold the very same day but rather the notification will alert both the client(s) and FFI that the portfolio needs to be sold and moved into a cash account at FFIrsquos earliest opportunity Portfolio and Supervisory Services
Fees for portfolio and supervisory services including most transactional charges will be a percentage of assets under management These account management fees will be calculated accrued and due monthly in arrears The account management fees for portfolio advice and supervisory services are calculated and billed in US dollars as follows
Multi-Manager Tactical and FF Allocation Series (Custodian TD Ameritrade Fidelity amp Charles Schwab)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $100000 080
_________ (0 to 15)
Next $10000 - $249999 075 Next $250000 - $499999 070 Next $500000 - $999999 065 Next gt$1000000 065
Tactical and Multi-Manager Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 095
Next $250001 - $500000 090 _________
Next $500001 - $1000000 085 (0 to 15)
Next $1000001 - $2000000 075
Next gt$2000001 Please Contact
FFI
FF Allocation Series (Custodian Folio Institutional)
Amount Under Management FF Investments
Mgmt Fee Rep Fee
First lt $250000 080
_________ (0 to 15)
Next $250001 - $500000 075 Next $500001 - $1000000 070 Next $1000001 - $2000000 060
Next gt$2000001 Please Contact
FFI Investment Advisory Fees may be negotiable but may not exceed a maximum of 23 Investment Advisory Fees may be negotiable but may not exceed a maximum of 245 Variable Annuity Asset Allocation Fee
Allocation Style FF
Investments Mgmt Fee
Representative Fee
Multi-Manager Allocation
075 _________
(0 - 125)
FFI also provides Variable Annuity Asset Allocation services for Variable Annuity contracts issued by numerous insurance Companies The annualized negotiable fee for discretionary and non-discretionary Variable Annuity Asset Allocation services are based on the following fee schedule Unified Managed Account Program
Amount Under Management Platform Fees
Without AssetLockreg 040 With AssetLockreg 055
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
12
Affiliated Mutual Fund Fees for both AssetLock amp WealthGuard
FFI is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Fund The fee is paid monthly in arrears and is based on the assets of the FormulaFolios Mutual Fund portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Fund and should be read carefully before investing No performance fees are charged to this mutual fund FormulaFolios is paid an annual management fee of 100 of the daily net assets of the FormulaFolios US Equity Portfolio The fee is paid monthly in arrears and is based on the assets of the FormulaFolios US Equity Portfolio Specific management fee and related expense information may be found in the prospectus and statement of additional information for the FormulaFolios US Equity Portfolio and should be read carefully before investing No performance fees are charged to this fund
The Adviser offers several different services detailed in this brochure that compensate the Adviser differently depending on the service selected There is a conflict of interest for the Adviser and its associated personnel to recommend the services that offer a higher level of compensation to the Firm through either higher management fees or reduced administrative expenses The Adviser mitigates this conflict through its procedures to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further the Adviser is committed to its obligation to ensure associated persons adhere to the Firmrsquos Code of Ethics and to ensure that the Firm and its associated persons fulfill their fiduciary duty to clients or investors For all accounts non-discretionary non-managed accounts (non-asset billed) there is an annual fee of $50 for administrative services For all managed accounts there is an annual administrative fee of $50 This fee applies on accounts that have balances of less than $100000 at the end of a billing cycle This fee can be waived at the discretion of the firm
Item 5 ndash Account Requirements and Types of Clients
The firm requires a minimum account size of $25000 for portfolio asset management Exceptions may be made solely at the firmrsquos discretion based on a variety of factors including but not limited to prior or anticipated investment activity and family or employment
relationships We may at our discretion aggregate related accounts in the same household in determining whether the account minimum has been met Minimums may be negotiated depending on your personal circumstances
Item 6 ndash Portfolio Manager Selection and Evaluation
Manager Selection
Mr Jason Wenk the Chief Investment Officer of FormulaFolio Investments LLC heads our quantitative investment management team
The quantitative investment management team is directly responsible for the review due-diligence and inclusion into the FormulaFolios Wrap-Fee Program
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
13
When vetting new managers the following criteria is considered for induction into the program
bull Track Record bull Volatility bull Methodology bull Tenure bull Education bull Assets Under Management bull Relative Cost
If after meeting all of our requirements the manager is inducted into the program FormulaFolio Investments continues to monitor the performance of all Model Managers to make certain they are continually providing the performance and value for which they were selected Model Manager Allocation Changes
The performance returns of the selected Model Managers is monitored by FormulaFolio Investments At FormulaFoliosrsquo discretion a Model Manager who is under-performing may be eliminated from the platform In the event that a Model Manager needs to be replaced FormulaFolio Investments has the sole discretion to hire a new Model Manager and adjust the weighting of the allocation accordingly When hiring selected Model Managers we utilize the performance numbers provided to us by said manager and other third-party reporting sources Portfolio Managers In addition to hiring outside Model Managers FormulaFolio Investments runs its own proprietary models A clientrsquos assets in one
these allocations may be managed solely by Formula Folio Investments A lower client fee is charged for allocations using only FormulaFolio Investments We recognize that this may create a conflict of interest We try to mitigate this conflict of interest by using a proprietary proposal system and allowing
Financial Professionals who are part of the program to make the proper recommendations based off of the clientrsquos suitability and financial situation FormulaFolio Investments is committed to the fiduciary standard which adheres us to make decisions in the clientrsquos best interest before our own FormulaFolios strives to provide a high-standard of satisfaction to both financial professional and clients Methods of Analysis
As stated above we use our proprietary asset allocation model in addition to our proprietary securities screening model to build a FormulaFolio Custom Allocation for each client Using the proprietary models we follow a formulaic process to help eliminate human emotion and automate the investing process The asset allocation equities mutual funds and ETFs that comprise our portfolios are chosen by a proprietary model and not by an individual or committee Related Persons Disclosure
FormulaFolio Investments acts as both the portfolio manager for all accounts as well as the Wrap Fee Program Sponsor This creates a potential conflict of interest because outside money managers are not considered as part of client portfolios
Item 7 ndash Client Information Provided to Portfolio Managers
Financial Professionals who act as solicitors on behalf of FFI or primary-advisors in a sub-advisory relationship with FFI will be required to identify the financial situation and1048622suitability of the client in order to
implement the appropriate allocation selection With that being said financial professionals and primary-advisors will need to gather information related to a clientrsquos net worth risk tolerance time horizon income
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
14
distribution requirements The clientrsquos financial professional or primary advisor should review these items on an annual basis
and immediately notify FormulaFolio Investments if any changes have occurred that will directly impact the clientrsquos allocation
Item 8 ndash Client Contact with Portfolio Managers
Clients primary contact will be the financial-advisor solicitor or primary-advisor However should a client wish to contact the Portfolio Manager they are welcome to do so via email at supportformulafolioscom or via
telephone at 888-562-8880 In the case of outside Model Manages FormulaFolios will serve as the line of communication between the client and the Model Manager
Item 9 ndash Additional Information
Disciplinary Information
FormulaFolio Investments is required to disclose the facts of any legal or disciplinary events that are material to a clientrsquos evaluation of its advisory business or the integrity of management FormulaFolio Investments does not have any required disclosures to this Item Other Financial Industry Activities and Affiliations
FormulaFolio Investments is required to disclose any relationship or arrangement that is material to its advisory business or to its clients with certain related persons Jason Wenk
Jason Wenk is CEO shareholder and Chief Investment Strategist of FormulaFolio Investments LLC In addition to Mr Wenkrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and CEO of Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder and partner in 521 LLC a real estate development and management company (3) a shareholder of Kasia Insurance Agency Ltd a Property and Casualty Insurance Agency Mr Wenk is not licensed as an insurance agent nor does he offer clients insurance services His role in Kasia is strictly as an investor shareholder only
D Ryan Wheless
D Ryan Wheless is the President of FormulaFolio Investments LLC In addition to Mr Wheless duties for FormulaFolio Investments LLC he is also (1) President of Retirement Wealth Advisors (2) Majority owner of Allied Wealth Consulting LLC a tax and business consulting practice (3) A Majority owner of AWM Insurance Services LLC an insurance agency licensed in the state of Texas (4) Certified Commercial Investment Member (CCIM) (5) CEO of Allied Wealth Management a registered investment advisor Due to his relationship with FFI and AWM there arises common control which creates a conflict of interest Any conflicts are mitigated through procedures designed by both AWM and FFI to review client accounts relative to the client or investors personal financial situation to ensure the investment management service provided is appropriate Further FFI is committed to its obligation to ensure associated persons adhere to the firmrsquos Code of Ethics and to ensure that the firm and its associated persons fulfill their fiduciary duty to clients or investors Gerald Sikkenga Gerald Sikkenga is a shareholder and acting Chief Operations Officer of FormulaFolio Investments LLC In addition to Mr Sikkengarsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Chief Operations Officer of Retirement
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
15
Wealth Advisors Inc an SEC Registered Investment Advisor and (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency Jason Crump
Jason Crump is a shareholder of FormulaFolio Investments LLC In addition to Mr Crumprsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of 401ks and Alternative Investments for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Joel VanWoerkom
Joel VanWoerkom is a shareholder of FormulaFolio Investments LLC In addition to Mr VanWoerkomrsquos duties for FormulaFolio Investments LLC he is also (1) a shareholder and Director of Financial Planning for Retirement Wealth Advisors Inc an SEC Registered Investment Advisor (2) a shareholder of Altruistic Financial Planning LLC an Insurance Agency and (3) a licensed life insurance agent Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan Ford Stokes and Stephen A Ashton are shareholders of FormulaFolio Investments LLC and Retirement Wealth Advisors Inc Their roles in these two firms are as investor shareholders only Stephen Odom Steven Craig Andrew Craig Brandon George Edward Nolan and Stephen A Ashton are also owners of The Impact Partnership LLC an Insurance Marketing Organization (IMO) headquartered in Kennesaw Georgia Code of Ethics
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to
clients consistent with FormulaFolio Investmentrsquos policies and procedures FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may buy or sell for themselves or for their immediate family (ie spouse minor children and adults living in the same household) any security that is actively purchased or sold or is considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients Access Persons are allowed to buy or sell such securities only after FFI has sold or purchased or chosen not to sell or purchase such securities These requirements are not applicable to
bull direct obligations of the Government of the United States
bull money market instruments bankersrsquo acceptances bank certificates of deposit commercial paper repurchase agreements and other high quality short-term debt instruments including repurchase agreements
bull shares issued by mutual funds or money market funds and
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
16
bull shares issued by unit investment trusts that are invested exclusively in one or more mutual funds
Clients and prospective clients can obtain FormulaFolio Investments Code of Ethics by contacting the FFI Compliance Department FFI its officers directors employees or other Access Persons may purchase the same or similar securities for the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio at the same time as it affects transactions for other clients A conflict of interest could arrive should FFI or the persons listed above trade before other FFI clients FFI has written policies and procedures to address this conflict of interest Voting Client Securities
FormulaFolio Investments is required to disclose if it accepts authority to vote client securities FormulaFolio Investments does not vote client securities on behalf of its clients Clients receive proxies directly from the Financial Institutions FFI does not vote proxies on behalf of clients As it pertains to the FormulaFolios US Equity Fund and the FormulaFolios US Equity Portfolio FFI has been delegated proxy voting responsibility by the Board of Trustees for proxies solicited on the securities held in the Fundsrsquo portfolios As a matter of policy and as a fiduciary FFI has responsibility for voting proxies for portfolios securities consistent with the best economic interests of the Funds Portfolios and clients The proxy policies and a records of each proxy voted by FFI on behalf of the portfolio including a report on the resolution of all proxies identified by FFI as involving a conflict of interest will be presented to the Board of Trustees at least annually Information regarding how proxies are voted is outlined in each prospectus and statement of additional information Clients can obtain a copy of our complete proxy voting policies and
procedures by contacting the main number on the cover page of this disclosure brochure Review of Accounts
FormulaFolio Investments monitors client portfolios as part of an ongoing process while regular account reviews are conducted on at least a quarterly basis Such reviews are conducted by one of FormulaFolio Investmentrsquos investment advisor representatives All investment advisory clients are encouraged to discuss their needs goals and objectives with the firm and to keep FormulaFolio Investments informed of any changes thereto FormulaFolio Investments contacts ongoing investment advisory clients at least annually to review its previous services or recommendations and to discuss the impact resulting from any changes in the clientrsquos financial situation or investment objectives Unless otherwise agreed upon clients are provided with transaction confirmation notices and regular summary account statements directly from the broker-dealer or custodian for the client accounts Clients also receive a report from FormulaFolio Investments that may include such relevant account or market-related information such as an inventory of account holdings and account performance on a quarterly basis Clients should compare the account statements they receive from their custodian with those they receive from FormulaFolio Investments As requested by the client the firm will furnish a supporting schedule for capital gains and losses realized in the account for the year Participation or Interest in Client Transactions
FormulaFolio Investments and persons associated with FormulaFolio Investments (ldquoAssociated Personsrdquo) are permitted to buy or sell securities that it also recommends to clients consistent with FormulaFolio Investmentrsquos policies and procedures
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
17
FormulaFolio Investments has adopted a code of ethics that sets forth the standards of conduct expected of its associated persons and requires compliance with applicable securities laws (ldquoCode of Ethicsrdquo) In accordance with Section 204A of the Investment Advisers Act of 1940 (the ldquoAdvisers Actrdquo) its Code of Ethics contains written policies reasonably designed to prevent the unlawful use of material non- public information by FormulaFolio Investments or any of its associated persons The Code of Ethics also requires that certain of FormulaFolio Investmentrsquos personnel (called ldquoAccess Personsrdquo) report their personal securities holdings and transactions and obtain pre-approval of certain investments such as initial public offerings and limited offerings Unless specifically permitted in FormulaFolio Investmentrsquos Code of Ethics none of FormulaFolio Investmentrsquos Access Persons may effect for themselves or for their immediate family (ie spouse minor children and adults living in the same household as the Access Person) any transactions in a security which is being actively purchased or sold or is being considered for purchase or sale on behalf of any of FormulaFolio Investmentrsquos clients When FormulaFolio Investments is purchasing or considering for purchase any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the purchase or until a decision has been made not to purchase such security Similarly when FormulaFolio Investments is selling or considering the sale of any security on behalf of a client no Access Person may effect a transaction in that security prior to the completion of the sale or until a decision has been made not to sell such security
Client Referrals Sub-Advisory Arrangements and Other Compensation FormulaFolio Investments may receive economic benefits from non-clients for providing advice or other advisory services to clients This type of relationship poses a conflict of interest and any such relationship is disclosed in response to Item 12 above In addition FormulaFolio Investments is required to disclose any direct or indirect compensation that it provides for client referrals If a client is introduced to FormulaFolio Investments by either an unaffiliated or an affiliated solicitor FormulaFolio Investments may pay that solicitor a referral fee in accordance with the requirements of Rule 206(4)-3 of the Advisers Act and any corresponding state securities law requirements Any such referral fee is paid solely from FormulaFolio Investmentrsquos investment management fee and does not result in any additional charge to the client If the client is introduced to FormulaFolio Investments by an unaffiliated solicitor the solicitor provides the client with a copy of FormulaFolio Investmentrsquos written disclosure brochure which meets the requirements of Rule 204-3 of the Advisers Act and a copy of the solicitorrsquos disclosure statement containing the terms and conditions of the solicitation arrangement including compensation Any affiliated solicitor of FormulaFolio Investments discloses the nature of hisher relationship to prospective clients at the time of the solicitation and will provide all prospective clients with a copy of FormulaFolio Investmentrsquos written disclosure brochure at the time of the solicitation This paragraph also applies to primary investors in a sub-advisory agreement with FFI wherein clients remain the client of the primary advisor and FFI manages the clientrsquos accounts for an advisory fee
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
18
Exhibit 1 ndash Model Portfolio Information
FormulaFolio Investments Tactical Growth This strategy employs ETFs to focus on broad-growth investment categories which include the total stock market the total bond market real estate commodities and International Equity The overall goal of the Tactical Growth strategy is to accentuate the asset classes that show the greatest potential for return with minimal risk FormulaFolio InvestmentsTactical Income
This strategy is a tactical asset allocation model using only income- based ETFs Every month the bond markets are analyzed to determine to what degree they should be invested in or if they should be invested in at all The ultimate goal of the Tactical Income is to produce consistent results while minimizing risk FormulaFolio InvestmentsTotal Return Growth
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a daily rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets FFI Total Return Growth Lite
The FFI Total Return Growth strategy is a diversified total return model that analyzes markets in a unique way with a monthly rebalance Sometimes the model will be fully invested to take advantage of upward market movements Other times it will utilize inverse index funds to hedge against market risk The result is a portfolio that has the ability to produce non-market correlated returns as well as the potential to produce positive returns in spite of falling equity markets
FormulaFolios Multi-Cap Equity The Multi Cap Equity strategy is a flexible strategy designed to choose a group of 20 top ranked individual equities The model uses a ldquomulti- marketrdquo approach to top down fundamental analysis When the model determines the market or economy is weak it only selects stocks from defensive sectors of the economy and when it is strong it selects stocks from all sectors of the economy This feature helps the portfolio limit downside risk in poor market conditions while still participating in strong market conditions FormulaFolio Defensive Growth
The FFI Defensive Growth strategy is an individual stock portfolio comprised of up to 10 stocks exclusively form the lowest beta sectors of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations The model used to manage the portfolio is both a minimum qualification and rank model which means that if less than 10 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 10 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 10 becoming part of the portfolio FormulaFolio Dividend Growth
The FFI Dividend Growth strategy is an individual stock portfolio comprised of up to 20 stocks specifically form the group of stocks that have a current dividend yield greater than that of the SampP 500 The portfolio is 100 mechanical based on factors that our research shows derive high quality blue chip companies with strong fundamental valuations There is a yield bias to the model with multiple factors used to select companies that have a history of increasing their dividend payout The model used to manage the portfolio is both a minimum qualification and
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved
19
rank model which means that if less than 20 companies meet the minimum fundamental qualification criteria portions of the portfolio will be invested in cash or cash equivalents If more than 20 companies meet the minimum fundamental qualification all qualifying companies are then ranked by percentile with only the top 20 becoming part of the portfolio FormulaFolio Flexible Growth
The FFI Flexible Growth strategy is an ETF (exchange trade fund) strategy designed to have little to no correlation to traditional growth investing strategies The portfolio is 100 mechanical based on factors our research shows derive a flexible asset allocation capable of producing desirable returns in both bull and bear market conditions The model used to manage the portfolio has two distinct components that each control 50 of the allocation The first component seeks to identify if broadly speaking the economy is more likely to support the stock or bond market Depending on the economic strength this half of the portfolio is then invested in either a diversified basket of low cost stock ETFs or low cost US Treasury bond ETFs The second component analyzes the sectors of the SampP 500 based on momentum and volatility The sector with the top overall rank is then used for the remaining 50 of the allocation The combination of these two unique models allows the portfolio to be fully invested at all times yet move from aggressive growth allocations to highly defensive allocations depending on the strength of the economy and equity markets FormulaFolio Investments ndash Smart Passive Growth
FFI Smart Passive Growth is a mostly passive investment strategy with a unique twist This strategy utilizes growth-based ETFs in attempt
to achieve benchmark-like returns but has the ability to hedge with 50 US-Treasury Bond ETFs if markets appear unfavorable Each month the strategy analyzes numerous indicators to determine the overall health of the equity markets The result is a portfolio with low turnover that has the ability to reduce drawdowns in poor market conditions while still participating in strong market conditions FormulaFolio Investments ndash Smart Passive Income
The FFI Smart Passive Income Strategy is a passive model that utilizes income-based ETFs This strategy attempts to achieve benchmark-like returns with an annual rebalance This gives the strategy the ability to produce consistent results while minimizing turnover Redwood Investments Redwood Managed Risk
The objective of Redwood Managed Risk is to react to actual market downturns When the price of high yield bond funds decline by an abnormal fluctuation Redwood allocates your assets into the safety of money market Alternatively when the trend reverses and the fundsrsquo indicate significant relative strength Redwood allocates your assets back into high yield bond funds In general these moves are based on momentum of the markets and not on subjective judgments BCA Brian Carruthers amp AssociatesBCA Managed Income
The BCA Managed Income is a ldquotacticallyrdquo managed bond portfolio which invests 100 in bond mutual funds such as treasury government corporate (including high yield bonds) and international bond funds Money market funds may also be utilized during defensive periods
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 1
Brochure Supplement This brochure provides information about principals and adviser representatives of FormulaFolio Investments LLC and this brochure supplements the FormulaFolio Investments LLC brochure You should have received a copy of that brochure If you did not receive FormulaFolio Investments LLC brochure or if you have any questions about the contents of this supplement please contact us at (888) 562-8880 or dtylerformulafolioscom The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority Additional information about FormulaFolio Investments LLC is available on the SECrsquos website at wwwadviserinfosecgov FormulaFolio Investments LLC is an SEC registered investment adviser Additional information about FormulaFolios is also available on the SECrsquos website at wwwadviserinfosecgov Registration does not imply any level of skill or training
89 Ionia Ave NW Suite 600 Grand Rapids MI 49503 (Office) 888-562-8880 (Fax) 616-965-2328 FormulaFolioscom (Email) SupportFormulaFolioscom SEC 801-72780
Effective Date 07152016
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 2
ITEM 2 ndash Educational Background and Business Experience
Professional Certificates Employees have earned certifications and credentials that are required to be explained in further detail
JASON WENK - CHIEF EXECUTIVE OFFICER
Date of Birth 1980 Educational Background
bull Grand Valley State University 1998-1999 bull Securities licenses Series 65 license (active) Series 7 (inactive) Series 31 (inactive)
Business Experience
bull 112011 - Present FormulaFolio Investments LLC CEO Chief Investment Strategist bull 102005 - Present Retirement Wealth Advisors CEO
bull 052004 - 122005 Geneos Wealth Management Financial Advisor bull 092002 - 052004 Woodbury Financial Services Financial Advisor bull 012002 - 092002 Foresters Equity Services Financial Advisor bull 102000 - 122002 Morgan Stanley Financial Advisor
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Wenk not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Wenk is a 50 silent partner in Kasia Insurance Agency a commercial insurance brokerage firm in Chicago IL He does not actively work in this company nor does he hold any insurance licenses his role is as an investor only
ITEM 5 - ADDITIONAL COMPENSATION
Jason Wenk does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Wenk is supervised by Danielle Tyler Chief Compliance Officer She reviews Jason Wenkrsquos work through interactions both over the phone and in person
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 3
D RYAN WHELESS - PRESIDENT
Date of Birth 1977 Educational Background
bull Embry-Riddle Aeronautical University Attended 1999 to 2001 bull San Jacinto College Attended 1997 to 1999
bull Jefferson State College Attended 1994 to 1996 bull Securities licenses Series 65 license (active)
Business Experience
bull FormulaFolio Investments LLC President 062016 - Present bull Retirement Wealth Advisors Inc President 062016 bull AWM Financial Services Inc Formerly Senior Financial Planning CEO 012000 - Present bull Allied Wealth Consulting LLC Manager 112013 - Present bull AWM Insurance Services Inc Manager 022011 - Present
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients D Ryan Wheless has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
D Ryan Wheless is a majority owner of AWM Insurance Services LLC and a licensed insurance agent for life health disability long term care Medicare supplements fixed annuities etc He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser or our supervised persons may earn and may not necessarily be in the best interests of the client D Ryan Wheless is an Investment Adviser Representative Founder and CEO of Allied Wealth Management AWM is a Registered Investment Advisor D Ryan Wheless is a majority owner of Allied Wealth Consulting LLC a tax and business consulting practice based in the State of Texas The Firm expects that clients to whom it offers advisory services may also be clients of Allied Wealth Consulting LLC Mr Wheless is also a Certified Commercial Investment Member (CCIM) and can advise clients with their investments in commercial and investment real estate Clients are instructed that the fees paid for advisory services are separate and distinct from the commissions and fees earned by Mr Wheless for consulting insurance and real estate transactions Advisory Clients are informed that they are under no obligation to use Mr Wheless insurance and real estate services and may use the consulting firm insurance or real estate brokerage Firm and agent of their choice Mr Wheless devotes a significant portion of his professional time to his outside business activities
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 4
ITEM 5 - ADDITIONAL COMPENSATION
Apart from his receipt of commissions for the sale of insurance products D Ryan Wheless does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
D Ryan Wheless is supervised by Danielle Tyler CCO She reviews D Ryan Wheless work through frequent office interactions
Danielle Tylers contact information PHONE (888)-562-8880 ext 1011 EMAIL dtylerformulafolioscom
GERALD SIKKENGA - CHIEF OPERATIONS OFFICER
Date of Birth 1953 Educational Background
bull Calvin College BS 1975
bull Securities licenses Series 65 license (active) Business Experience
bull 012011 - Present FormulaFolio Investments LLC MemberCOO bull 012006 - Present Retirement Wealth Advisors Inc Operations Manager bull 021976 - 122005 Rothbury True Value Hardware OwnerTreasurer
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Gerald Sikkenga has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Mr Sikkenga is a shareholder and investor of Altruistic Financial Planning LLC an insurance agency in Spring Lake Michigan His role is as an investor in the company only
ITEM 5 - ADDITIONAL COMPENSATION
Gerald Sikkenga does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Gerald Sikkenga is supervised by Jason Wenk CEO He reviews Gerald Sikkengarsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 5
JASON CRUMP - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BS 1999 bull Securities licenses Series 65 license (active)
Business Experience
bull 012014 - Present FormulaFolio Investments LLC Partner bull 092007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 102004 - 102007 Fifth Third Securities Inc Investment Advisor Representative bull 092003 - 102004 Bank One Securities Corp Representative bull 062003 - 082003 Geneos Wealth Management Investment Advisor Representative bull 112002 - 062003 Intersecurities Inc Registered Rep bull 112002 - 102002 Foresters Equity Services Registered Rep
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Jason Crump has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Jason Crump is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Jason Crump does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Jason Crump is supervised by Jason Wenk CEO He reviews Jason Crumprsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom
copy2016 FormulaFolio Investments LLC All Rights Reserved 6
JOEL VANWOERKOM - PARTNER
Date of Birth 1977 Educational Background
bull Calvin College BA 1999 bull Western Michigan University Masters of Business Administration (MBA) 2010
bull Securities licenses Series 65 license (active) Business Experience
bull 012014 - Present FormulaFolio Investments LLC Member bull 082007 - Present Retirement Wealth Advisors Inc Investment Advisor Representative bull 082005 - 082007 Vanguard Charter Academy Teacher Aide bull 082004 - 082005 Waiakea Middle School Teacher bull 082002 - 082004 Timberland Charter Academy Teacher
ITEM 3 amp 7 - DISCIPLINARY INFORMATION
As it relates to past current or prospective clients Joel VanWoerkom has not been involved in legal or disciplinary events has not been involved in arbitrations has not been subject to self-regulatory organization or administrative proceedings and has not filed or planning to file a bankruptcy petition
ITEM 4 - OTHER BUSINESS ACTIVITIES
Joel VanWoerkom is a licensed insurance agent He may offer insurance products and receive normal and customary fees as a result of insurance sales A conflict of interest may arise as these insurance sales may create an incentive to recommend products based on the compensation adviser andor our supervised persons may earn and may not necessarily be in the best interests of the client
ITEM 5 - ADDITIONAL COMPENSATION
Joel VanWoerkom does not receive any economic benefits from anyone who is not a client for providing advisory services
ITEM 6 - SUPERVISION
Joel VanWoerkom is supervised by Jason Wenk CEO He reviews Joel VanWoerkomrsquos work through frequent interactions
Jason Wenkrsquos contact information PHONE (888)-562-8880 ext 1001 EMAIL jwenkformulafolioscom