Form CRS, ADV & Legal

The existence of this website should not be construed in any direct or indirect manner as a solicitation for advisory business in any states beyond the states in which Allred Harris Wealth Management is either registered or otherwise exempted from registration requirements. Information associated with this website is believed to be accurate; however, Allred Harris Wealth Management makes no guarantee to this fact and has no control over the accuracy of websites found through the links within. The information provided does not take into account the specific objectives or circumstances of any particular investor, or suggest any specific course of action. Investment decisions should be made based on an investor’s objectives and circumstances and in consultation with his or her advisors.

FORM CRS

Allred Capital Management is registered with the Securities and Exchange Commission as an investment adviser and, as such, we provide advisory services rather than brokerage services. Brokerage and investment advisory services and fees differ, and it is important for you, our client, to understand the differences. Additionally, free and simple tools are available to research firms and financial professionals at Investor.gov/CRS, which also provides educational materials about broker-dealers, investment advisers, and investing. This document is a summary of the services and fees we offer to “retail” investors, which are natural persons who seek or receive services primarily for personal, family, or household purposes.

What investment services and advice can you provide me?

We offer the following investment advisory services to retail investors: Financial Planning Services; Portfolio Management Services; Selection of Other Advisers; Asset Allocation Services; Family Office and Wealth Planning Services; Sponsor and Manager of Wrap Fee Program(s);Sponsor of a Wrap Fee Program(s).

You may find additional information related to our wrap fee program by clicking the following link to our Allred Capital Management Form ADV Part 2 Appendix 1 Wrap Fee Program Brochure. Refer to Items 4 and 5.

Account Monitoring If you open an investment account with our firm, as part of our standard service we will monitor your investments on an ongoing basis and review them with you on a periodic basis, at a minimum annually.

Investment Authority We manage investment accounts on a discretionary basis whereby we will decide which investments to buy or sell for your account. We have discretion to select, retain or replace third-party managers to manage your accounts. You may limit our discretionary authority (for example, limiting the types of securities that can be purchased or sold for your account) by providing our firm with your restrictions and guidelines in writing. We also offer non-discretionary investment management services whereby we will provide advice, but you will ultimately decide which investments to buy and sell for your account. You have an unrestricted right to decline to implement any advice provided by our firm on a non-discretionary basis.

Investment Offerings

We offer advice on the following types of investments or products: equity securities, corporate debt securities (other than commercial paper), commercial paper, certificates of deposit, municipal securities, variable annuities, mutual fund shares, options contracts on securities, money market funds, real estate, REITs, PIPEs, derivatives, structured notes, ETFs, interests in partnerships investing in real estate and interests in partnerships investing in oil and gas interests.

Account Minimums and Requirements In general, we do not require a minimum dollar amount to open and maintain an advisory account; however, we have the right to terminate your account if it falls below a minimum size which, in our sole opinion, is too small to manage effectively. For a description of each service listed above, refer to our Form ADV Part 2A disclosure by clicking the following link: https://adviserinfo.sec.gov/firm/brochure/297533 Refer to Items 4, 7, 13 and 16.

Key Questions to Ask Your Financial Professional

• Given my financial situation, should I choose an investment advisory service? Why or Why Not?
• How will you choose investments to recommend to me?
• What is your relevant experience, including your licenses, education and other qualifications?
• What do these qualifications mean?

What fees will I pay?

The following summarizes the principal fees and costs associated with engaging our firm for investment advisory services.

• Wrap Program Asset-Based Fees – Payable quarterly in advance, based on the balance at end of billing period. Asset-based fees associated with a wrap fee program are generally inclusive of most transaction costs and fees to a broker-dealer or bank that has custody of the assets. Asset-based fees that are not in a wrap fee program are not inclusive of most transaction costs and fees.
• Product and Custodial Level Fees (see below):

Examples of the most common fees and costs applicable to our clients are:

• Custodian fees;
• Account maintenance fees;
• Internal expenses related to mutual funds and exchange-traded funds;
• Transaction charges when purchasing or selling securities (Non-Wrap Account); and
• Other product-level fees that may be associated with specific investments

You will pay fees and costs whether you make or lose money on your investments. Fees and costs will be reflected in your performance over time. Please make sure you understand what fees and costs you are paying. For detailed information, refer to our ADV Part 2 Brochure by clicking the following link: https://adviserinfo.sec.gov/firm/brochure/297533.

Key Questions to Ask Your Financial Professional

• Help me understand how these fees and costs might affect my investments. If I give you $10,000 to invest, how much will go to fees and costs, and how much will be invested for me?

What are your legal obligations to me when acting as my investment adviser? How else does your firm make money and what conflicts of interest do you have?

When we act as your investment adviser, we have to act in your best interest and not put our interest ahead of yours. At the same time, the way we make money creates some conflicts with your interests. You should understand and ask us about these conflicts because they can affect the investment advice we provide you. Here are some examples to help you understand what this means.

• Third-Party Payments: Persons providing investment advice on behalf of our firm are licensed as independent insurance agents. These persons will earn commission-based compensation for selling insurance products. Insurance commissions are separate and in addition to our advisory fees. This practice presents a conflict of interest because they have an incentive to recommend insurance products to you for the purpose of generating commissions rather than solely based on your needs.
  You are under no obligation to purchase any insurance products through our representatives.
• Custodial Services: We participate in the Raymond James service program with our custodian. These services may include consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance and marketing. This creates an incentive for the Adviser to continue to recommend Raymond James to its clients.

Key Questions to Ask Your Financial Professional

• How might your conflicts of interest affect me, and how will you address them?

Refer to our ADV Part 2 Brochure: https://adviserinfo.sec.gov/firm/brochure/297533 to help you understand what conflicts exist.

How do your financial professionals make money?

Our Company and the financial professional servicing your account(s) are compensated in the following ways: Salary and Discretionary Bonus. Financial professionals’ compensation is based on the following factors: Based on the amount of client assets they service; The revenue the firm earns from the person’s services or recommendations.

Do you or your financial professionals have legal or disciplinary history?

No, our firm and our financial professionals currently do not have any legal or disciplinary history to disclose. Visit Investor.gov/CRS for a free and simple research tool.

Key Questions to Ask Your Financial Professional

• As a financial professional, do you have any disciplinary history? For what type of conduct?
  You can find additional information about your investment advisory services and request a copy of the relationship summary at 214- 965-7695 or on our website: www.allredharris.com.

Key Questions to Ask Your Financial Professional

• Who is my primary contact person?
• Is he or she a representative of an investment adviser or a broker-dealer?
• Who can I talk to if I have concerns about how this person is treating me?

You can view the formal document HERE.

Form ADV 2A

This Wrap Fee Program Brochure (“Wrap Brochure”) provides information about the qualifications and business practices of Allred Capital Management, LLC (the “Adviser”). If you have any questions about the contents of this Brochure, please contact the Adviser at 844-965-7695 or jon@allredcapitalmanagement.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (the “SEC”) or by any state authority.

Additional information about The Adviser is also available on the SEC’s website at www.AdviserInfo.sec.gov .

Material Changes

This Wrap Brochure is a document that the Adviser provides to clients of a Wrap Program as required by SEC rules. The purpose of Item 2 of the Wrap Brochure is to provide clients with a summary of new and/or updated information that is contained in the remainder of the Wrap Brochure. Since the filing of our last annual updating amendment, dated March 20, 2023, we have no material changes to report.

Services, Fees and Compensation

The Adviser, a Texas limited liability company, was formed in May 2018. The Adviser provides portfolio management and financial planning services to individuals, trusts, foundations, endowments and corporate entities. Discretionary portfolio management services are offered through the “Adviser Wrap Program,” sponsored by the Adviser, or through the “RJ Wrap Program”, sponsored by Raymond James Financial Services, Inc. (“Raymond James”) (together with the Adviser Wrap Program, the “Wrap Programs”), each of which has been designed to simplify the payment of management fees and brokerage expenses.

Jonathan L. Allred is the sole principal owner of the Adviser. Please see the Part 2B Brochure for more information on Mr. Allred.

Portfolio Management Services

At the outset of each client relationship, the Adviser spends time with the client, asking questions, discussing the client’s investment experience and financial circumstances, and broadly identifying major goals of the client. Based on its review of the information provided by the client, the Adviser generally develops with each client:

• a financial outline for the client based on the client’s financial circumstances, goals and risk tolerance level (the “Financial Profile”); and
• the client’s investment objectives and guidelines (the “Investment Plan”).

The Financial Profile is a reflection of the client’s current financial situation and a look to the future goals of the client. The Investment Plan outlines the types of investments the Adviser will make on behalf of the client based on the Adviser’s own research and analysis in order to meet those goals. The elements of the Financial Profile and the Investment Plan are discussed periodically with each client, but are not necessarily written documents.

To implement the client’s Investment Plan, the Adviser typically will manage the client’s investment portfolio on a discretionary basis pursuant to an investment advisory agreement with the Client. In certain limited cases, the Adviser may manage the client’s investment portfolio on a non-discretionary basis. As a discretionary investment adviser, the Adviser will have the authority to supervise and direct the portfolio without prior consultation with the client. Clients who choose a non-discretionary arrangement must be contacted prior to the execution of any trade in the account(s) under management. This may result in a delay in executing recommended trades, which could adversely affect the performance of the portfolio. This delay also normally means the affected account(s) will not be able to participate in block trades, a practice designed to enhance the execution quality, timing and/or cost for all accounts included in the block. In a non-discretionary arrangement, the client retains the responsibility for the final decision on all actions taken with respect to the portfolio.

Notwithstanding the foregoing, clients may impose certain written restrictions on the Adviser in the management of their investment portfolios, such as prohibiting the inclusion of certain types of investments in an investment portfolio or prohibiting the sale of certain investments held in an investment portfolio at the commencement of the relationship. Each client should note, however, that restrictions imposed by a client may adversely affect the composition and performance of the client’s investment portfolio. Each client should also note that his or her investment portfolio is treated individually by giving consideration to each purchase or sale for the client’s account. For these and other reasons, performance of client investment portfolios within the same investment objectives, goals and/or risk tolerance may differ and clients should not expect that the composition or performance of their investment portfolios would necessarily be consistent with similar clients of the Adviser.

The Adviser provides portfolio management services through three different platforms offered by Raymond James: (1) the Investment Advisors Division platform (“IAD”); (2) the Asset Management Services platform (“AMS”); and (3) the Raymond James Consulting Services platform (“RJCS”). IAD accounts utilize the Adviser Wrap Program and AMS and RJCS accounts utilize the RJ Wrap Program.

Separate Account Managers

For AMS and RJCS accounts, the Adviser may recommend or select one or more Separate Account Managers (each, a “Manager”) for a particular client. The Adviser’s access to various Managers allows the Adviser to offer a wide variety of manager styles, and provides the opportunity to utilize more than one Manager.

The Manager(s) generally will be granted discretionary trading authority to provide investment supervisory services for the portfolio. In most cases, the Adviser retains the authority to terminate the Manager’s relationship or to add new Managers without specific client consent. In other cases, the client will ultimately select one or more Managers recommended by the Adviser.

The Adviser will monitor the investment approach and performance of the Manager(s).

General Fee Information

The Wrap Program fee structure includes the brokerage expenses (e.g., commissions, ticket charges, etc.) of the account, charges for custody services, the management fee paid to the Adviser and the fees of any Managers. Under the all-inclusive billing arrangement, the Adviser will assess one client fee that captures the management, brokerage, custody and administrative portions collectively. Any portion of the Wrap Program fees that the Adviser does not pay to third parties in connection with transaction and execution expenses and/or to Managers is retained by the Adviser. Because of this, the Adviser may have a disincentive to trade securities in client accounts.

Fees paid to the Adviser are exclusive of and distinct from the fees and expenses charged by mutual funds, exchange-traded funds (“ETFs”) or other investment pools to their shareholders (generally including a management fee and fund expenses, as described in each fund’s prospectus or offering materials), mark-ups and mark-downs, spreads paid to market makers, fees for trades executed away from the custodian, wire transfer fees and other fees and taxes on brokerage accounts and securities transactions.

The client should review all fees charged by funds, the Adviser and others to fully understand the total amount of fees paid by the client for investment and financial-related services. Clients participating in a Wrap Program may pay higher or lower fees than clients purchasing such services separately, depending on the cost of services if provided separately and the level of trading in a particular client’s account.

Wrap Program Fee Information

Portfolio management fees are individually negotiated with each client, are based on a percentage of assets under management, and are generally subject to the following maximum fees, based on the

Account Type and Fee Rate:

IAD 1.50%

AMS 1.75%

RJCS 1.75%

You can view the formal document HERE.

SEC Guidelines

This brochure (“Brochure”) provides information about the qualifications and business practices of Allred Capital Management, LLC (the “Adviser”). If you have any questions about the contents of this Brochure, please contact the Adviser at 844-965-7695 or jon@allredcapitalmanagement.com. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (the “SEC”) or by any state authority. Additional information about the Adviser also is available on the SEC’s website at www.AdviserInfo.sec.gov.

Material Changes

This Brochure is a document which the Adviser provides to its clients as required by the SEC’s rules.

The purpose of Item 2 of the Brochure is to provide clients with a summary of new and/or updated information that is contained in the remainder of the Brochure.

Since the filing of our last annual updating amendment, dated March 20, 2023, we have no material changes to report.

Advisory Business

General Information

Allred Capital Management, LLC, a Texas limited liability company, was formed in May 2018.

Advisory Services

The Adviser provides portfolio management and financial planning services (“Goal Planning and Monitoring Services”) to individuals, trusts, foundations, endowments and corporate entities.

At the outset of each client relationship, the Adviser spends time with the client asking questions, discussing the client’s investment experience and financial circumstances, and broadly identifying major goals of the client. Based on its review of the information provided by the client, the Adviser generally develops with each client:

• a financial outline for the client based on the client’s financial circumstances, goals and risk tolerance level (the “Financial Profile”); and
• the client’s investment objectives and guidelines (the “Investment Plan”).

The Financial Profile is a reflection of the client’s current financial situation and a look to the future goals of the client. The Investment Plan outlines the types of investments the Adviser will make on behalf of the client based on the Adviser’s own research and analysis in order to meet those goals. The elements of the Financial Profile and the Investment Plan are discussed periodically with each client, but are not necessarily written documents.

Portfolio Management

As described above, the Adviser will develop an Investment Plan with each portfolio management client. The Investment Plan will be updated from time to time when requested by the client, or when determined to be necessary or advisable by the Adviser based on updates to the client’s financial or other circumstances.

To implement the client’s Investment Plan, the Adviser typically will manage the client’s investment portfolio on a discretionary basis pursuant to an investment advisory agreement with the Client. In certain limited cases, the Adviser may manage the client’s investment portfolio on a non-discretionary basis. As a discretionary investment adviser, the Adviser will have the authority to supervise and direct the portfolio without prior consultation with the client. Clients who choose a non-discretionary arrangement must be contacted prior to the execution of any trade in the account(s) under management. This may result in a delay in executing recommended trades, which could adversely affect the performance of the portfolio. This delay also normally means the affected account(s) will not be able to participate in block trades, a practice designed to enhance the execution quality, timing and/or cost for all accounts included in the block. In a non-discretionary arrangement, the client retains the responsibility for the final decision on all actions taken with respect to the portfolio.

Notwithstanding the foregoing, clients may impose certain written restrictions on the Adviser in the management of their investment portfolios, such as prohibiting the inclusion of certain types of investments in an investment portfolio or prohibiting the sale of certain investments held in an investment portfolio at the commencement of the relationship. Each client should note, however, that restrictions imposed by a client may adversely affect the composition and performance of the client’s investment portfolio. Each client should also note that his or her investment portfolio is treated individually by giving consideration to each purchase or sale for the client’s account. For these and other reasons, performance of client investment portfolios within the same investment objectives, goals and/or risk tolerance may differ and clients should not expect that the composition or performance of their investment portfolios would necessarily be consistent with similar clients of the Adviser.

The Adviser provides portfolio management services through three different platforms offered by Raymond James Financial Services, Inc. (“Raymond James”): (1) the Investment Advisors Division platform (“IAD”); (2) the Asset Management Services platform (“AMS”); and (3) the Raymond James Consulting Services platform (“RJCS”).

Separate Account Managers

For AMS and RJCS accounts, the Adviser may recommend or select one or more Separate Account Managers (each, a “Manager”) for a particular client. The Adviser’s access to various Managers allows the Adviser to offer a wide variety of manager styles, and provides the opportunity to utilize more than one Manager. Factors that the Adviser considers in recommending/selecting Managers generally include the client’s stated investment objective(s), management style, performance, risk level, reputation, financial strength, reporting, pricing, and research.

The Manager(s) generally will be granted discretionary trading authority to provide investment supervisory services for the portfolio. In most cases, the Adviser retains the authority to terminate the Manager’s relationship or to add new Managers without specific client consent. In other cases, the client will ultimately select one or more Managers recommended by the Adviser.

The Adviser will monitor the investment approach and performance of the Manager(s).

Goal Planning and Monitoring Services

The Adviser also offers Goal Planning and Monitoring Services coupled with ongoing portfolio management or, in certain cases, as a stand-alone service.

The Adviser’s Goal Planning and Monitoring Services may include advice that addresses one or more areas of a client’s financial situation, such as estate planning, risk management, budgeting and cash flow controls, retirement planning, education funding, and investment portfolio design and ongoing management. Depending on a client’s particular situation, Goal Planning and Monitoring Services may include some or all of the following:

• Gathering factual information concerning the client’s personal and financial situation;
• Assisting the client in establishing financial goals and objectives;
• Analyzing the client’s present situation and anticipated future activities in light of the client’s financial goals and objectives;
• Identifying problems foreseen in the accomplishment of these financial goals and objectives and offering alternative solutions to the problems;
• Making recommendations to help achieve retirement plan goals and objectives;
• Designing an investment portfolio to help meet the goals and objectives of the client;
• Providing estate planning;
• Assessing risk and reviewing basic health, life and disability insurance needs; or
• Reviewing goals and objectives and measuring progress toward these goals.

When a full financial plan is prepared, the client may choose to have the Adviser implement the client’s financial plan and manage the investment portfolio on an ongoing basis. However, the client is under no obligation to act upon any of the recommendations made by the Adviser under a financial planning engagement and/or engage the services of any recommended professional.

Principal Owner

Jonathan L. Allred is the sole owner of the Adviser.

IRA Rollover Recommendations

Effective December 20, 2021 (or such later date as the US Department of Labor (“DOL”) Field Assistance Bulletin 2018-02 ceases to be in effect), for purposes of complying with the DOL’s Prohibited Transaction Exemption 2020-02 (“PTE 2020-02”) where applicable, we are providing the following acknowledgment to you.

When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a special rule that requires us to act in your best interest and not put our interest ahead of yours. Under this special rule’s provisions, we must:

• Meet a professional standard of care when making investment recommendations (give prudent advice);
• Never put our financial interests ahead of yours when making recommendations (give loyal advice);
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures designed to ensure that we give advice that is in your best interest;
• Charge no more than is reasonable for our services; and
• Give you basic information about conflicts of interest.

We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest.

Type and Value of Assets Currently Managed

As of December 31, 2023, we provide continuous management services for $403,000,000 in client assets on a discretionary basis, and $3,059,000 in client assets on a non-discretionary basis.

Fees and Compensation

General Fee Information

Clients enter into one of two fee arrangements. For most discretionary portfolio management services, clients participate in a Wrap Fee Program (“Wrap Program”). The Wrap Program fee structure includes the brokerage expenses (e.g., commissions, ticket charges, etc.) of the account, charges for custody services, the management fee paid to the Adviser and the fees of any Managers. Under the allinclusive billing arrangement, the Adviser will assess one client fee that captures the management, brokerage, custody and administrative portions collectively. Any portion of Wrap Program fees that the Adviser does not pay to third parties in connection with transaction and execution expenses and/or to Managers is retained by the Adviser. Because of this, the Adviser may have a disincentive to trade securities in client accounts. For IAD accounts, the Wrap Program is sponsored by the Adviser, and for AMS and RJCS accounts, the Wrap Program is sponsored by Raymond James. The Adviser does not have a minimum portfolio asset value size requirement for IAD accounts, but, in its discretion, may establish one in the future. There are minimum portfolio asset value size requirements for AMS and RJCS accounts, which are established by Raymond James in its sole discretion from time to time.

For certain discretionary portfolio management services with respect to IAD accounts and for all nondiscretionary portfolio management services, clients will pay management fees to the Adviser separately from the brokerage expenses and transaction costs of the account. The brokerage expenses may take the form of asset-based pricing, meaning that the broker-dealer charges the account a flat-rate percentage to cover all brokerage expenses, or these expenses may be assessed on a per-trade basis. Please see Item 12 – Brokerage Practices for additional information.

In either of these arrangements, the fees noted above are separate and distinct from the internal fees and expenses charged by mutual funds, exchange-traded funds (“ETFs”) or other investment pools to their shareholders (generally including a management fee and fund expenses, as described in each fund’s prospectus or offering materials), mark-ups and mark-downs, spreads paid to market makers, fees for trades executed away from the custodian, wire transfer fees and other fees and taxes on brokerage accounts and securities transactions. The client should review all fees charged by funds, brokers, the Adviser and others to fully understand the total amount of fees paid by the client for investment and financial-related services.

Portfolio Management Fees

Portfolio management fees are individually negotiated with each client, are based on a percentage of assets under management, and are generally subject to the following maximum fees, based on the account type:

Account Type Fee Rate

IAD 1.50%
AMS 1.75%
RJCS 1.75%

Factors considered in determining the fees charged generally include, but are not limited to: the complexity of the client’s portfolio; assets to be placed under management; anticipated future assets; related accounts; portfolio style; account composition; or other special circumstances or requirements. The specific fee schedule will be identified in the investment advisory agreement between the client and the Adviser. The Adviser may, at its discretion, make exceptions to the foregoing or negotiate special fee arrangements where the Adviser deems it appropriate under the circumstances.

Portfolio management fees are generally payable quarterly, in advance, based on the value of the managed portfolio on the last business day of the previous calendar quarter. If management begins after the start of a quarter, fees will be prorated accordingly. Fees are normally debited directly from client account(s), unless other arrangements are made.

Either the Adviser or the client may terminate their investment advisory agreement at any time, subject to any written notice requirements in the investment advisory agreement. In the event of termination, any paid but unearned fees will be promptly refunded to the client based on the number of days that the account was managed, and any fees due to the Adviser from the client will be invoiced or deducted from the client’s account prior to termination.

Separate Account Manager Fees

When one or more Managers are utilized, the Manager(s)’ fees will be included in the Adviser’s fee charged to the client account (typically, through a Wrap Program).

Wrap Program Fees

Fees for clients participating in a Wrap Program are charged in accordance with the annual fees described above. With respect to clients participating in a Wrap Program, the Adviser generally receives the total fee charged less: (1) the fees charged by any Manager(s); and (2) the amounts paid by the Adviser for all transaction and execution expenses.

Goal Planning and Monitoring Services Fees

When the Adviser provides Goal Planning and Monitoring Services to a client, these fees may be included in the portfolio management fees or may be in the form of an hourly rate or fixed fee that is negotiated at the time of the engagement and are normally based on the scope of the engagement.

Performance-Based Fees and Side-By-Side Management

The Adviser currently does not have any performance-based fee arrangements. “Side by Side Management” refers to a situation in which the same firm manages accounts that are billed based on a percentage of assets under management and at the same time manages other accounts for which fees are assessed on a performance fee basis. Because the Adviser has no performance-based fee accounts, it has no side-by-side management.

Types of Clients

The Adviser serves individuals, trusts, foundations, endowments, and corporate entities.

Methods of Analysis, Investment Strategies and Risk of Loss

Methods of Analysis

The Adviser reviews each client’s Investment Plan and develops a customized investment strategy for each client. The primary vehicles for investment used by the Adviser are common stock, fixed income securities, mutual funds, ETFs and separately-managed accounts (“SMAs”). In selecting investments for an individual account in accordance with the client’s Investment Plan, the Adviser generally considers third-party research and applies traditional fundamental analysis including, without limitation, the following factors:

• Financial strength ratios;
• Price-to-earnings ratios;
• Dividend yields; and
• Growth rate-to-price earnings ratios

The Adviser may incorporate other methods of analysis, such as:

Charting Analysis – involves gathering and processing price and volume information for a particular security and may include, without limitation:

• mathematical analysis;
• graphing charts; and
• estimations of future price movements based on perceived patterns and trends.

Technical Analysis – involves studying past price patterns and trends in the financial markets to predict the direction of both the overall market and specific stocks.

Cyclical Analysis – involves evaluating recurring price patterns and trends.

Mutual funds and ETFs are generally evaluated and selected based on a variety of factors, including, as applicable and without limitation, past performance, consistency of performance, fee structure, portfolio manager, fund sponsor, overall ratings for safety and returns, and other factors.

Fixed income investments may be used as a strategic investment, as an instrument to fulfill liquidity or income needs in a portfolio, or to add a component of capital preservation. The Adviser may evaluate and select individual bonds or bond funds based on a number of factors including, without limitation, rating, yield and duration.

Investment Strategies

The Adviser’s strategic approach is to invest each portfolio in accordance with the Investment Plan that has been developed specifically for each client. This means that the following strategies may be used in varying combinations over time for a given client, depending upon the client’s individual circumstances:

Long Term Purchases – securities purchased with the expectation that the value of those securities will grow over a relatively long period of time, generally greater than one year.

Short Term Purchases – securities purchased with the expectation that they will be sold within a relatively short period of time, generally less than one year, to take advantage of the securities’ short term price fluctuations.

Margin Transactions (in limited circumstances) – a securities transaction in which an investor borrows money to purchase a security, in which case the security serves as collateral on the loan.

Trading – generally considered holding a security for less than thirty (30) days.

Options Trading/Writing – a securities transaction that involves buying or selling (writing) an option. If you write an option, and the buyer exercises the option, you are obligated to purchase or deliver a specified number of shares at a specified price at the exercise of the option regardless of the market value of the security at expiration of the option. Buying an option gives you the right to purchase or sell a specified number of shares at a specified price until the date of expiration of the option regardless of the market value of the security at expiration of the option.

Risk of Loss

While the Adviser seeks to diversify clients’ investment portfolios across various asset classes in an effort to reduce risk of loss, all investment portfolios are subject to risks. Accordingly, there can be no assurance that client investment portfolios will be able to fully meet their investment objectives and goals, or that investments will not lose money.

Below is a description of several of the principal risks that client investment portfolios face.

Management Risks. While the Adviser manages client investment portfolios or selects one or more Managers based on the Adviser’s experience, research and proprietary methods, the value of client investment portfolios will change daily based on the performance of the underlying securities in which they are invested. Accordingly, client investment portfolios are subject to the risk that the Adviser or a Manager allocates assets to asset classes that are adversely affected by unanticipated market movements, and the risk that the Adviser’s or a Manager’s specific investment choices could underperform their relevant indexes.

Economic Conditions. Changes in economic conditions, including, for example, interest rates, inflation rates, employment conditions, competition, technological developments, political and diplomatic events and trends, and tax laws may adversely affect the business prospects or perceived prospects of companies. While the Adviser or a Manager performs due diligence on the companies in whose securities it invests, economic conditions are not within the control of the Adviser or the Manager and no assurances can be given that the Adviser or the Manager will anticipate adverse developments. Risks of Investments in Mutual Funds, ETFs and Other Investment Pools. As described above, the Adviser and any Managers may invest client portfolios in mutual funds, ETFs and other investment pools (“pooled investment funds”). Investments in pooled investment funds are generally less risky than investing in individual securities because of their diversified portfolios; however, these investments are still subject to risks associated with the markets in which they invest. In addition, pooled investment funds’ success will be related to the skills of their particular managers and their performance in managing their funds. Pooled investment funds are also subject to risks due to regulatory restrictions applicable to registered investment companies under the Investment Company Act of 1940, as amended.

Risks Related to Alternative Investment Vehicles. From time to time and as appropriate, the Adviser and any Managers may invest a portion of a client’s portfolio in alternative vehicles. The value of client portfolios will be based in part on the value of alternative investment vehicles in which they are invested, the success of each of which will depend heavily upon the efforts of their respective managers. When the investment objectives and strategies of a manager are out of favor in the market or a manager makes unsuccessful investment decisions, the alternative investment vehicles managed by the manager may lose money. A client account may lose a substantial percentage of its value if the investment objectives and strategies of many or most of the alternative investment vehicles in which it is invested are out of favor at the same time, or many or most of the managers make unsuccessful investment decisions at the same time.

Equity Market Risks. The Adviser and any Managers will generally invest portions of client assets directly into equity investments, primarily stocks, or into pooled investment funds that invest in the stock market. As noted above, while pooled investment funds have diversified portfolios that may make them less risky than investments in individual securities, pooled investment funds that invest in stocks and other equity securities are nevertheless subject to the risks of the stock market. These risks include, without limitation, the risks that stock values will decline due to daily fluctuations in the markets, and that stock values will decline over longer periods (e.g., bear markets) due to general market declines in the stock prices for all companies, regardless of any individual security’s prospects.

Fixed Income Risks. The Adviser and any Managers may invest portions of client assets directly into fixed income instruments, such as bonds and notes, or may invest in pooled investment funds that invest in bonds and notes. While investing in fixed income instruments, either directly or through pooled investment funds, is generally less volatile than investing in stock (equity) markets, fixed income investments nevertheless are subject to risks. These risks include, without limitation, interest rate risks (risks that changes in interest rates will devalue the investments), credit risks (risks of default by borrowers), or maturity risk (risks that bonds or notes will change value from the time of issuance to maturity).

Foreign Securities Risks. The Adviser and any Managers may invest portions of client assets into pooled investment funds that invest internationally. While foreign investments are important to the diversification of client investment portfolios, they carry risks that may be different from U.S. investments. For example, foreign investments may not be subject to uniform audit, financial reporting or disclosure standards, practices or requirements comparable to those found in the United States. Foreign investments are also subject to foreign withholding taxes and the risk of adverse changes in investment or exchange control regulations. Finally, foreign investments may involve currency risk, which is the risk that the value of the foreign security will decrease due to changes in the relative value of the U.S. dollar and the security’s underlying foreign currency.

Lack of Diversification. Client accounts may not have a diversified portfolio of investments at any given time, and a substantial loss with respect to any particular investment in an undiversified portfolio will have a substantial negative impact on the aggregate value of the portfolio.

Disciplinary Information

Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to a client’s evaluation of the Adviser or the integrity of the Adviser’s management. The Adviser has no disciplinary events to report.

Other Financial Industry Activities and Affiliations

Licensed Insurance Agents

Certain of the Firm’s Supervised Persons are also licensed insurance agents and offer certain insurance products on a fully-disclosed commissionable basis. A conflict of interest exists to the extent that the Firm recommends the purchase of insurance products where its Supervised Persons are entitled to insurance commissions or other additional compensation. the Firm has procedures in place whereby it seeks to ensure that all recommendations are made in its clients’ best interest regardless of any such affiliations.

Code of Ethics, Participation or Interest in Client Transactions and Personal Trading

Code of Ethics and Personal Trading

The Adviser has adopted a Code of Ethics (“the Code”), the full text of which is available to you upon request. The Adviser’s Code has several goals. First, the Code is designed to assist the Adviser in complying with applicable laws and regulations governing its investment advisory business. Under the Investment Advisers Act of 1940, as amended, the Adviser owes fiduciary duties to its clients. Pursuant to these fiduciary duties, the Code requires Adviser associated persons to act with honesty, good faith and fair dealing in working with clients. In addition, the Code prohibits associated persons from trading or otherwise acting on insider information.

Next, the Code sets forth guidelines for professional standards for the Adviser’s associated persons (managers, officers and employees). Under the Code’s Professional Standards, the Adviser expects its associated persons to put the interests of its clients first, ahead of personal interests. In this regard, Adviser associated persons are not to take inappropriate advantage of their positions in relation to Adviser clients.

Third, the Code sets forth policies and procedures to monitor and review the personal trading activities of associated persons. From time to time the Adviser’s associated persons may invest in the same securities recommended to clients. This may create a conflict of interest because associated persons of the Adviser may invest in securities ahead of or to the exclusion of Adviser clients. Under its Code, the Adviser has adopted procedures designed to reduce or eliminate conflicts of interest that this could potentially cause. The Code’s personal trading policies include procedures for limitations on personal securities transactions of associated persons, including generally disallowing trading by an associated person in any security within one day before any client account trades or considers trading the same security and the creation of a restricted securities list, reporting and review of personal trading activities and pre-clearance of certain types of personal trading activities. These policies are designed to discourage and prohibit personal trading that would disadvantage clients. The Code also provides for disciplinary action as appropriate for violations.

Participation or Interest in Client Transactions

As outlined above, the Adviser has adopted procedures to protect client interests when its associated persons invest in the same securities as those selected for or recommended to clients. In the event of any identified potential trading conflicts of interest, the Adviser’s goal is to place client interests first.

Consistent with the foregoing, the Adviser maintains policies regarding participation in initial public offerings (“IPOs”) and private placements in order to comply with applicable laws and avoid conflicts with client transactions. If an associated person wishes to participate in an IPO or invest in a private placement, he/she must submit a pre-clearance request and obtain the approval of the Chief Compliance Officer.

If associated persons trade with client accounts (e.g., in a bundled or aggregated trade), and the trade is not filled in its entirety, the associated person’s shares will be removed from the block, and the balance of shares will be allocated among client accounts in accordance with the Adviser’s written policy.

Brokerage Practices

Best Execution and Benefits of Brokerage Selection

When given discretion to select the brokerage firm that will execute orders in client accounts, the Adviser seeks “best execution” for client trades, which is a combination of a number of factors, including, without limitation, quality of execution, services provided and commission rates. Therefore, the Adviser may use or recommend the use of brokers who do not charge the lowest available commission in the recognition of research and securities transaction services, or quality of execution.

Research services received with transactions may include proprietary or third-party research (or any combination), and may be used in servicing any or all of the Adviser’s clients. Therefore, research services received may not be used for the account for which the particular transaction was effected.

The Adviser may recommend that clients establish brokerage accounts with Raymond James, a FINRA registered broker-dealer, member SIPC, to maintain custody of clients’ assets. The Adviser may effect trades for client accounts at Raymond James, or may in some instances, consistent with the Adviser’s duty of best execution and specific investment advisory agreement with each client, elect to execute trades elsewhere. Although the Adviser may recommend that clients establish accounts at Raymond James, it is ultimately the client’s decision where to custody assets. The Adviser is independently owned and operated and is not affiliated with Raymond James.

The Adviser participates in the Raymond James service program. While there is no direct link between the investment advice the Adviser provides and participation in the Raymond James program, the Adviser receives certain economic benefits from the Raymond James program. These benefits may include software and other technology that provides access to client account data (such as trade confirmations and account statements), facilitates trade execution (and allocation of aggregated orders for multiple client accounts), provides research, pricing information and other market data, facilitates the payment of the Adviser’s fees from its clients’ accounts, and assists with back-office functions, record keeping and client reporting. Many of these services may be used to service all or a substantial number of the Adviser’s accounts, including accounts not held at Raymond James. Raymond James may also make available to the Adviser other services intended to help the Adviser manage and further develop its business. These services may include consulting, publications and conferences on practice management, information technology, business succession, regulatory compliance and marketing. In addition, Raymond James may make available, arrange and/or pay for these types of services to be rendered to the Adviser by independent third parties. Raymond James may discount or waive fees it would otherwise charge for some of these services, pay all or a part of the fees of a third-party providing these services to the Adviser, and/or Raymond James may pay for travel expenses relating to participation in such training. Finally, participation in the Raymond James program provides the Adviser with access to mutual funds which normally require significantly higher minimum initial investments or are normally available only to institutional investors.

The benefits received through participation in the Raymond James program do not necessarily depend upon the proportion of transactions directed to Raymond James. The benefits are received by the Adviser, in part because of commission revenue generated for Raymond James by the Adviser’s clients. This means that the investment activity in client accounts is beneficial to the Adviser, because Raymond James does not assess a fee to the Adviser for these services. This creates an incentive for the Adviser to continue to recommend Raymond James to its clients. While it may be possible to obtain similar custodial, execution and other services elsewhere at a lower cost, the Adviser believes that Raymond James provides an excellent combination of these services. These services are not soft dollar arrangements, but are part of the institutional platforms offered by Raymond James.

Directed Brokerage

Clients may direct the Adviser to use a particular broker for custodial or transaction services on behalf of the client’s portfolio. In directed brokerage arrangements, the client is responsible for negotiating the commission rates and other fees to be paid to the broker. Accordingly, a client who directs brokerage should consider whether such designation may result in certain costs or disadvantages to the client, either because the client may pay higher commissions or obtain less favorable execution, or the designation limits the investment options available to the client.

The arrangement that the Adviser has with Raymond James is designed to maximize efficiency and to be cost effective. By directing brokerage arrangements, the client acknowledges that these economies of scale and levels of efficiency are generally compromised when alternative brokers are used. While every effort is made to treat clients fairly over time, the fact that a client chooses to use the brokerage and/or custodial services of these alternative service providers may in fact result in a certain degree of delay in executing trades for their account(s) and otherwise adversely affect management of their account(s).

By directing the Adviser to use a specific broker or dealer, clients who are subject to ERISA confirm and agree with the Adviser that they have the authority to make the direction, that there are no provisions in any client or plan document which are inconsistent with the direction, that the brokerage and other goods and services provided by the broker or dealer through the brokerage transactions are provided solely to and for the benefit of the client’s plan, plan participants and their beneficiaries, that the amount paid for the brokerage and other services have been determined by the client and the plan to be reasonable, that any expenses paid by the broker on behalf of the plan are expenses that the plan would otherwise be obligated to pay, and that the specific broker or dealer is not a party in interest of the client or the plan as defined under applicable ERISA regulations.

Aggregated Trade Policy

The Adviser may enter trades as a block where possible and when advantageous to clients whose accounts have a need to buy or sell shares of the same security. This blocking of trades permits the trading of aggregate blocks of securities composed of assets from multiple client accounts, so long as transaction costs are shared equally and on a pro-rata basis between all accounts included in any such block. Block trading allows the Adviser to execute equity trades in a timelier, equitable manner, and may reduce overall costs to clients.

The Adviser will only aggregate transactions when it believes that aggregation is consistent with its duty to seek best execution (which includes the duty to seek best price) for its clients, and is consistent with the terms of the Adviser’s investment advisory agreement with each client for which trades are being aggregated. No advisory client will be favored over any other client; each client that participates in an aggregated order will participate at the average share price for all the Adviser’s transactions in a given security on a given business day, with transaction costs generally shared pro-rata based on each client’s participation in the transaction. On occasion, owing to the size of a particular account’s pro rata share of an order or other factors, the commission or transaction fee charged could be above or below a breakpoint in a pre-determined commission or fee schedule set by the executing broker, and therefore transaction charges may vary slightly among accounts. Accounts may be excluded from a block due to tax considerations, client direction or other factors making the account’s participation ineligible or impractical.

The Adviser will prepare, before entering an aggregated order, a written statement (“Allocation Statement”) specifying the participating client accounts and how it intends to allocate the order among those clients. If the aggregated order is filled in its entirety, it will be allocated among clients in accordance with the Allocation Statement. If the order is partially filled, it will generally be allocated pro-rata, based on the Allocation Statement, or randomly in certain circumstances. Notwithstanding the foregoing, the order may be allocated on a basis different from that specified in the Allocation Statement if all client accounts receive fair and equitable treatment over time, and the reason for different allocation is explained in writing and is approved by an appropriate individual/officer of the Adviser. The Adviser’s books and records will separately reflect, for each client account included in a block trade, the securities held by and bought and sold for that account. Funds and securities of clients whose orders are aggregated will be deposited with one or more banks or broker-dealers, and neither the clients’ cash nor their securities will be held collectively any longer than is necessary to settle the transaction on a delivery versus payment basis; cash or securities held collectively for clients will be delivered out to the custodian bank or broker-dealer as soon as practicable following the settlement, and the Adviser will receive no additional compensation or remuneration of any kind as a result of the proposed aggregation.

Review of Accounts

Managed portfolios are reviewed periodically but may be reviewed more often if requested by the client, upon receipt of information material to the management of the portfolio, or at any time such review is deemed necessary or advisable by the Adviser. One of the Adviser’s investment adviser representatives or principals is responsible for reviewing all accounts.

Account custodians are responsible for providing monthly or quarterly account statements which reflect the positions (and current pricing) in each account as well as transactions in each account, including fees paid from an account. Account custodians also provide prompt confirmation of all trading activity, and year-end tax statements, such as 1099 forms. The Adviser will provide additional written reports as needed or requested by the client. Clients should carefully compare the statements that they receive from the Adviser against the statements that they receive from their account custodian(s).

For those clients to whom the Adviser provides separate Goal Planning and Monitoring Services, reviews are conducted on an as-needed or agreed-upon basis. Such reviews are conducted by one of the Adviser’s investment adviser representatives or principals.  

Client Referrals and Other Compensation

As noted above, the Adviser may receive some benefits from Raymond James based on the amount of client assets held at Raymond James. Please see Item 12 – Brokerage Practices for more information. However, neither Raymond James nor any other party is paid to refer clients to the Adviser.

Custody

Raymond James is the custodian of nearly all client accounts at the Adviser. From time to time however, clients may select an alternate broker to hold accounts in custody. In any case, it is the custodian’s responsibility to provide clients with confirmations of trading activity, tax forms and at least quarterly account statements. Clients are advised to review this information carefully, and to notify the Adviser of any questions or concerns. Clients are also asked to promptly notify the Adviser if the custodian fails to provide statements on each account held.

From time to time and in accordance with the Adviser’s investment advisory agreement with clients, the Adviser will provide additional reports. As mentioned above, the account balances reflected on these reports should be compared to the balances shown on the brokerage statements to ensure accuracy. At times there may be small differences due to the timing of dividend reporting, pending trades or other similar issues.

The Adviser may be deemed to have “soft” custody of its client accounts because the Adviser’s portfolio management fees are normally debited directly from client account(s), unless other arrangements are made.

Investment Discretion

As described in Item 4 – Advisory Business, the Adviser will accept clients on either a discretionary or non-discretionary basis. For discretionary accounts, a Limited Power of Attorney (“LPOA”) is executed by the client, giving the Adviser the authority to carry out various activities in the account, generally including the following: (i) trade execution; (ii) the ability to request checks on behalf of the client; and (iii) the withdrawal of advisory fees directly from the account. The Adviser then directs investment of the client’s portfolio using its discretionary authority. The client may limit the terms of the LPOA to the extent consistent with the client’s investment advisory agreement with the Adviser and the requirements of the client’s custodian.

For non-discretionary accounts, the client may also execute an LPOA, which allows the Adviser to carry out trade recommendations and approved actions in the portfolio. However, in accordance with the investment advisory agreement between the Adviser and the client, the Adviser does not implement trading recommendations or other actions in the account unless and until the client has approved the recommendation or action. As with discretionary accounts, clients may limit the terms of the LPOA, subject to the Adviser’s investment advisory agreement with the client and the requirements of the client’s custodian.

Voting Client Securities

As a policy and in accordance with the Adviser’s investment advisory agreement, the Adviser does not vote proxies related to securities held in client accounts unless the Adviser has previously agreed to do so in writing with a particular client. The custodian of the account will normally provide proxy materials directly to the client. Clients may contact the Adviser with questions relating to proxy procedures and proposals; however, the Adviser generally does not research particular proxy proposals.

Financial Information

The Adviser does not require nor solicit prepayment of more than $1,200 in fees per client, six months or more in advance, and therefore has no disclosure with respect to this item.

Allred Capital Management, LLC is required to disclose any financial condition that is reasonably likely to impair our ability to meet our contractual commitments to our clients. On May 1, 2020, Allred Capital Management, LLC received a Paycheck Protection Program (“PPP”) loan in the amount of $75,672 through the U.S. Small Business Administration, which was part of the economic relief provided under the Coronavirus Aid, Relief, and Economic Security (CARES) Act. Due to the economic uncertainties surrounding the current COVID-19 pandemic, we believed it was necessary and prudent for us to apply for, and accept, the Paycheck Protection Program loan offered by the Small Business Administration in order to support our ongoing operations. The firm used the PPP funds to continue payroll for the firm’s employees, and make other permissible payments. This loan is forgivable if the specific terms of the loan are met. This loan was forgiven by the U.S. Government on March 15, 2021.

You can view the formal document HERE.