Mozella Asset Management, LLC

Form ADV Part 2 – Disclosure Brochure

Effective: July 1, 2025

This Brochure provides information about the qualifications and business practices of Mozella Asset Management, LLC (“Mozella”). If you have any questions about the contents of this Brochure, please contact us at 727-280-5685

Mozella is a registered investment Advisor registered with the State of Florida. The information in this Brochure has not been approved or verified by the SEC or by any state securities authority. Registration of an Investment Advisor does not imply any specific level of skill or training. The oral and written communications of an Advisor provide you with information about which you determine to hire or retain an Advisor.

Additional information about Mozella and its advisory staff is available on the SEC’s website at www.Advisorinfo.sec.gov.

Mozella Asset Managment, LLC. 

CRD#336501

Jonathan Henrich, CEO

5922 9th Ave N. 2nd Fl. St Petersburg FL 33710

Mobile: 727.280.8565   

Office: 727.607.3904  

Email: info@MozellaCapital.com

Item 2 - Material Changes

Mozella Asset Management, LLC believes that communication and transparency are the foundation of our relationship and continually strives to provide you with the complete and accurate information at all times. We encourage all current and prospective investors to read this Firm Brochure and discuss any questions you may have with us. And of course, we always welcome your feedback.

Initial Filing

Mozella Asset Management, LLC is a newly registered investment advisor. This is the initial filing of the Firm Brochure under the new rules.

At any time, you may view the current Firm Brochure for Mozella online via the SEC’s Investment Advisor Public Disclosure website at http://advisorinfo.sec.gov. 

You may also request a copy of this Firm Brochure at any time, by contacting us at 727-280-5685. Item 3 – Table of Contents

ITEM 2 - MATERIAL CHANGES 2

ITEM 4 – ADVISORY SERVICES 4

ITEM 5 – FEES AND COMPENSATION 6

ITEM 6 – PERFORMANCE-BASED FEES 8

ITEM 7 – TYPES OF CLIENTS 8

ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS 8

ITEM 9 – DISCIPLINARY INFORMATION 12

ITEM 10 – OTHER FINANCIAL ACTIVITIES AND AFFILIATIONS 12

ITEM 11 – CODE OF ETHICS, PARTICIPATION IN CLIENT TRANSACTIONS AND PERSONAL TRADING 12

ITEM 12 – BROKERAGE PRACTICES 13

ITEM 13 – REVIEW OF ACCOUNTS 14

ITEM 14 - CLIENT REFERRALS AND OTHER COMPENSATION 15

ITEM 15 – CUSTODY 15

ITEM 16 – INVESTMENT DISCRETION 15

ITEM 17 – VOTING CLIENT SECURITIES 16

ITEM 18 – FINANCIAL INFORMATION 16

ITEM 19 – REQUIREMENTS FOR STATE-REGISTERED ADVISORS 16

Item 4 – Advisory Services

A.  Firm Information

Mozella Asset Management, LLC (“Mozella”) is a registered investment advisor with the State of Florida. Mozella is formed under the laws of the State of Florida in 2025. Mozella is owned and operated by Jonathan Henrich. Jonathan Henrich is the CEO of Mozella.

B.  Advisory Services Offered

Investment Advisory Services – Mozella provides continuous, active management of Client investment portfolios. Mozella has developed a client service model that includes discovery, implementation, and monitoring components.

• Client Discovery – Upon entering into an advisory agreement with Mozella will begin a process of Client discovery. Mozella seeks to uncover a client’s investment objectives, their tolerance and capacity for risk, as well as other issues. Mozella will also collect information concerning the Client’s financial status, and assets, among other things. 

• Investment Policy Statement – Based on the information provided by the Client, Mozella will furnish the Client with an “Investment Policy Statement” and/or Client Profile as necessary, which summarizes the Client’s current investment portfolio, investment goals and objectives, and risk tolerance level. Working with the Client, Mozella will craft an investment plan for the Client. 

• Investment Selection and Implementation – Upon completion of this investment profile information Mozella will implement an investment plan for the Client and select an investment portfolio. The security selection will depend on a variety of factors. Mozella may invest Client assets in mutual funds, exchange traded funds, stocks, bonds, options, mutual funds, or any other marketable security as deemed appropriate by the chosen manager.

• Investment Monitoring and Maintenance – Mozella will continuously monitor investment portfolios to ensure that the portfolio meets the Client’s goals and objectives as well as appropriate benchmarks. Further, Mozella monitors each Client portfolio in order to ensure they are invested in accordance with Mozella’s firm-wide investment guidance and economic outlook. 

It is the Client’s responsibility to notify Mozella promptly of any change to the information provided by the Client, including any change to any investment objectives, risk tolerance, investment time horizon, and any investment policies, guidelines, or reasonable restrictions. Mozella will honor Client restrictions unless those restrictions impair Mozella’s ability to manage Client assets. 

Financial Planning Services – Mozella provides comprehensive financial planning and consulting services. A financial plan may include a review of a client’s net worth (including assets and liabilities), objectives, risk tolerance, risk capacity, cash flow and expenses, income tax analysis, review and analysis of fringe benefits, retirement forecast and probability analysis, educational funding analysis, estate planning analysis and risk management review. Mozella’s approach to providing this service starts with gathering the Client’s current financial and subjective information. Mozella assesses the Client’s goals, objectives, time horizon, and risk tolerance to compare where the Client is today in relation to the attainment of their stated goals. A comprehensive financial plan thereafter is prepared to discuss the Client’s situation, along with various alternatives for consideration. At the end of the processes, the Client will receive education about the alternatives recommended.

In performing its services, Mozella entrusts that the Client will provide accurate information, and Mozella will not be obligated to verify any information received from the Client or from the Client’s other professionals. If requested by the Client, Mozella may recommend the services of other professionals for purposes of implementing the plan. The Client is under no obligation to engage the services of any such recommended professional. The Client retains absolute discretion over all implementation decisions and is free to accept or reject any recommendation from Mozella. Moreover, Clients are advised that it remains their responsibility to promptly notify Mozella if there is ever any change in their financial situation during the financial planning process.

Investment Consulting for Individuals and Businesses - Mozella offers non-discretionary investment consulting and support. This includes assisting the client with establishing investment objectives and policies, asset allocation, portfolio construction, investment manager due diligence and selection, investment performance measurement, analysis and reporting, and client education. The client retains all authority to approve or reject any recommendations that result from our services. 

Mozella will also provide other projects or services to non-discretionary and discretionary clients if a client requests a specific service. Each client situation and level of discretionary authority are different. Fees are typically charged at an hourly rate but may be included in the investment advisory fee at the sole discretion of Mozella. 

Managed Account Programs – Mozella may enter into agreements with various managed account programs sponsored by the Client’s designated third-party custodian. Under these agreements, the managed account programs have agreed to provide various types of money management programs and services to the Clients of Mozella. All managed account programs utilized by Mozella selects will be licensed as investment Advisors by their resident state or with the United States Securities and Exchange Commission. 

Mozella will enter into agreements with managed account programs for the provision of client services. Mozella clients will enter into a direct contract with the managed account program. After gathering information about a client’s financial situation and investment objectives, Mozella may select a managed account program depending on the money management services required by the Client. The compensation of both Mozella and managed account program is fully disclosed to each Client in the program. 

Mozella maintains the authority to hire and terminate the services of each managed account program employed by Mozella. 

Each program’s fees are established and payable in accordance with the Form ADV Part 2 or other equivalent disclosure document of each managed account program selected by Mozella. Fees for these programs may or may not be negotiable by Mozella. Clients will never pay more than the stated fee amount in their Mozella contract. Mozella will lower its fee to keep overall Client fees as stipulated by contract.

Prior to rendering investment management services, Mozella will ascertain, in conjunction with the Client, the Client’s financial situation, risk tolerance, and investment objective(s). 

C.  Client Account Management

Prior to engaging Mozella to provide investment advisory services, the Client is required to enter into an investment management agreement with Mozella setting forth the terms and conditions of the engagement and the services to be provided. These services will include: 

• Determining Portfolio Asset Allocation – Mozella will formulate a long-term asset allocation strategy that specifies the percentage of assets to be invested between equity, fixed-income securities, and money market funds. 

• Asset Allocation Recommendation –   Mozella will implement its recommended asset allocation via an asset allocation model based upon the Nobel Prize winning tenets of Modern Portfolio Theory. Generally, portfolio management is done on a non-discretionary basis. Discretionary services are also available. Mozella will use the services of a discount broker-dealer to provide account custodial services and to affect trades. 

• Ongoing Investment Monitoring – Mozella provides ongoing oversight of the Client’s investment program. All investments are monitored for performance relative to certain benchmarks and Mozella expectations. 

All portfolios are rebalanced as necessary upon Mozella review. Rebalancing may be necessary in response to macroeconomic, market or sector factors. 

All portfolios are rebalanced as necessary upon Mozella review. Rebalancing may be necessary in response to macroeconomic, market or sector factors.

D.  Wrap Fee Programs

Mozella does not manage any proprietary wrap fee programs. 

E.  Assets Under Management

Mozella was registered with the State of Florida in April 2025. Updated asset figures are calculated annually following the fiscal year end of Mozella.

Item 5 – Fees and Compensation

The following paragraphs detail the fee structure and compensation methodology for investment management services. Each Client shall sign an Investment Advisory Agreement that details the responsibilities of Mozella and the Client.

A.  Fees for Advisory Services

Investment Advisory Services – Mozella’s fee for investment advisory services varies based on the amount of assets managed by Mozella. Typically, fees are a fixed percentage of the assets under management. This fee includes all investment recommendations and portfolio implementation unless the client contract states otherwise. Investment Management clients fees will generally adhere to the following table.

Investment Advisory Services

Assets

Annual Fee

$0 - $1,000,000

1.50%

$1,000 - $5,000,000

1.00%

$5,000,000 - $8,000,000

0.75%

$8,000,000+

Negotiable

All securities held in a portfolio managed by Mozella will be independently valued by the Custodian. Mozella will not have the authority or responsibility to value portfolio securities. 

Planning and Consulting Services – Mozella’s fee for planning and consulting services varies based on the services selected by the client. Fees for planning and consulting are billed at an hourly rate of $100/hour. This fee includes the preparation and presentation of a financial plan or consulting recommendations, as described in the client agreement. For certain services, Mozella may include planning and/or consulting fees in the asset-based investment advisory fee.

B.  Fee Billing

Asset-Based Fee – Fees are a fixed percentage of assets under management, based upon the account value on the last day of the prior quarter. Fees for investment management services vary depending on the amount of assets to be managed. Clients are invoiced quarterly in arrears for advisory services. For accounts opened during the quarter fees will be prorated to cover only that period in which the account was managed by Mozella. 

Asset-based management fees will be automatically deducted from the client account by the Custodian. Mozella shall send a quarterly invoice to the Custodian indicating the amount of the fees to be deducted from the Client Account. The amount due is calculated by applying the annual rate in the table above to the total assets under management with Mozella at the end of each quarter. Each billing will be for a single quarter, paid in advance of the quarter. Clients will receive independent statements from the Custodian no less frequently than quarterly. It is the responsibility of the client to verify the accuracy of these fees as listed on the Custodian’s brokerage statement as the Custodian does not assume this responsibility.

Clients may also elect to pay their fees directly. In such cases, no invoice will be sent the custodian of the Client. The invoice will be sent to the Client for payment. 

Hourly-Based Fee – Clients paying by an hourly fee will be monthly, or upon completion of the work agreed to by contract. Hourly fees are documented during the project work and the Client will receive an invoice for the fee.

C.  Other Fees and Expenses

Clients may incur certain fees or charges imposed by third-parties, other than Mozella, in connection with investment made on behalf of the Client’s account(s). The Client is responsible for all custodial and securities execution fees charged by the Custodian and executing broker-dealer. The investment advisory fee charged by Mozella is separate and distinct from these Custodian and execution fees. In addition, all fees paid to Mozella for Investment Advisory Services are separate and distinct from the expenses charged by mutual funds and exchange-traded funds to their shareholders.  These fees and expenses are described in each fund’s prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund expenses, account administration (e.g., custody, brokerage, and account reporting), and a possible distribution fee. A Client may be able to invest in certain investments, without the services of Mozella, but would not receive access to Advisor and Institutional shares classes. The Client also would not receive the services provided by Mozella which are designed, among other things, to assist the Client in determining which products or services are most appropriate to each Client’s financial condition and objectives. Accordingly, the Client should review both the fees charged by the fund(s) and the fees charged by Mozella to fully understand the total fees to be paid. 

D.  Advance Payment of Fees and Termination

Mozella clients pay advisory fees in arrears. No advance fees are ever collected.

You may request to terminate your Investment Advisory Agreement with Mozella by providing written notice to Mozella. Termination of the Investment Advisory Agreement is deemed effective the day either party delivers notice to the other party. You will be responsible for investment advisory fees up to and including the effective date of termination. Your Investment Advisory Agreement with Mozella is non-transferable without your written approval.

You may terminate the Investment Advisory Agreement without penalty (no fees due) within 5 business days of signing the Investment Advisory Agreement if the Mozella Form ADV Part 2 was not delivered at least 48 hours prior to the execution of the Agreement. 

E.  Compensation for Sales of Securities

Mozella does not receive commissions or any compensation for transactions in any Client account. As a fee-only advisor, Mozella is paid only on the advice and investment management provided to Clients based on the assets under management in the Client’s account(s).

Item 6 – Performance-Based Fees

Performance-based Fees – Mozella does not charge performance-based fees for its investment advisory services. The fees charged by Mozella are as described in Item 5 – Fees and Compensation above and are not based upon the capital appreciation of the funds or securities held by any Client. 

Side-by-side Management – Mozella does not manage any proprietary investment funds or limited partnerships (for example, a mutual fund or a hedge fund) and has no financial incentive to recommend any particular investment options for its clients. 

Item 7 – Types of Clients

Mozella may provide services to a variety of client types. Clients may include:

• Individuals, Personal Trusts and Estates

• Corporations 

The relative percentage each client type currently represents is available on Mozella’s Form ADV Part 1. The actual mix of types of Clients changes over time based upon market conditions, business plans and other factors. Mozella does not specialize in, or actively seek, any given client type. Mozella is committed to providing services to qualified investors, regardless of legal or corporate status. At our firm, we’re committed to serving individuals across all financial backgrounds. We understand that everyone’s journey is different, and we offer flexible, custom-tailored plans that meet people where they are. Even if someone isn’t quite ready to work with an advisor today, we’re here to support them with resources and guidance until it’s suitable for them. 

Mozella provides customized services to meet the unique needs of each Client. Additional details are contained in Item 4 – Advisory Services.

Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss

A.  Methods of Analysis

Fundamental Analysis – Generally, Mozella uses Fundamental Analysis in making investment decisions with respect to investments in mutual funds, exchange traded funds, equities, options, and fixed-income instruments. Fundamental analysis is the process of looking at economic and business indicators as investment selection criteria. These criteria are usually ratios and trends that may indicate the overall strength and financial viability of the entity being analyzed. Mozella considers macroeconomic factors as well as issue specific factors.

Macroeconomic factors considered by Mozella include, but are not limited to:

• General economic conditions

• Inflation trends

• Interest rates and the yield curve

• Market volatility and trends

• Monetary policies

• Legislative actions

Issue specific factors include, but are not limited to:

• Earnings

• Cash flow

• Growth estimates and trends

• Management strength and stability

• Credit rating

Other methods of analysis may be employed by Mozella as deemed appropriate. 

Technical Analysis – Technical analysis is used for analyzing various economic and market trends. These trends, both short- and long-term, are used for determining specific trade entry and exit points and broad economic analysis. These trends may include put/call ratios, pricing trends, moving averages, volume, changes in volume, among many others. These indicators do not speak to the financial health of a particular issuer. Rather, indicators are used to gauge market sentiment regarding a given issue. Technical analysis will be used primarily for the timing of a particular trade, and not security selection.

Investment Manager Due Diligence – Mozella generally invests its clients’ assets with independent managers that pursue investment approaches that are diversified among multiple strategies, asset classes, regions, industry sectors and securities. In selecting an Independent Manager and allocating assets to them, Mozella considers both quantitative and qualitative factors including:

• Relative performance during various time periods and market cycles

• Industry reputation

• Experience and training of staff investment professionals

• The clarity of, and adherence to, a viable investment philosophy

• Risk management process

• Portfolio management capabilities 

• Fee structure

• Any other factor deemed appropriate by Mozella

Mozella may use various databases of information in order to facilitate the discovery process on each investment manager utilized by Mozella.

Alternative Investments – Mozella provides advice to certain accredited investors relative to prospective investments in private investment limited partnerships, or other similar entities, such as hedge funds, fund of fund hedge funds, private equity funds and venture capital funds. These funds are offered in accordance with Regulation D of the Securities Act of 1933. Investment in these types of investments is limited to certain accredited investor Clients. 

Alternative investment due diligence is similar to mutual fund due diligence, outlined above. However, given the relatively unregulated nature of these investments, additional emphasis is placed on operational aspects to ensure the independent oversight of the fund being analyzed. 

As noted above, Mozella generally employs a long-term investment strategy for its clients, as consistent with their financial goals. Mozella will typically hold all or a portion of a security for more than a year, but for adjustments made for purposes of rebalancing the portfolio. At times, Mozella may also buy and sell positions that are more short-term in nature, depending on the goals of the Client and/or the fundamentals of the security, sector, or asset class.

B.  Investment Strategies

Mozella Managed Portfolios

Mozella structures portfolios using the various methodologies described above. Using a proprietary methodology, Mozella believes that Clients will benefit from having a portfolio of holdings invested in a variety of assets classes. To the extent that these asset classes are non-correlated, the portfolio will experience investment returns with mitigated risk.

Mozella structures strategically designed portfolios using an investment methodology that suggests that investors may benefit from having a portfolio of holdings invested in a variety of assets classes. To the extent that these asset classes are non-correlated, the portfolio will experience investment returns with mitigated risk. Mozella constructs Client investment portfolios based upon the premise that asset allocation models can be developed using historical performance data and academically tested assumptions about the future. This information can be used to optimize the risk-adjusted expected rate of return of a given portfolio. Mozella offers a selection of modeled portfolios which offer a range of equity and fixed income exposure levels.

Mozella generally does not maintain any fixed portfolios or strategies. Rather, each Client situation is assessed on an individual basis, and the appropriate investment program is implemented that best meets Client needs. Mozella will not pursue strategies that are speculative in nature. 

Third Party Money Managers

When appropriate and consistent with Client investment goals and objectives, Mozella may place Client assets with third-party investment managers. Mozella generally does not maintain any fixed portfolios are strategies. Rather, each Client situation is assessed on an individual basis, and the appropriate investment manager is selected that best meets Client needs. 

C.  Risk of Loss

General Investment Risks – Investing in securities involves certain investment risks. Securities may fluctuate in value or lose value. Clients should be prepared to bear the potential risk of loss. Mozella will assist Clients in determining an appropriate strategy based on their tolerance for risk and other factors noted above. However, there is no guarantee that a client will meet their investment goals.

Each Client engagement will entail a review of the Client's investment goals, financial situation, time horizon, tolerance for risk and other factors to develop an appropriate strategy for managing a client’s account. Client participation in this process, including full and accurate disclosure of requested information, is essential for the analysis of a client’s account. Mozella shall rely on the financial and other information provided by the Client or their designees without the duty or obligation to validate the accuracy and completeness of the provided information. It is the responsibility of the Client to inform Mozella of any changes in financial condition, goals or other factors that may affect this analysis. 

Mozella generally employs investment strategies that do not involve any significant or unusual risk other than domestic equity and international market risks. The risks associated with a particular strategy are provided to each Client in advance of investing Client accounts.

Each Client engagement will entail a review of the Client's investment goals, financial situation, time horizon, tolerance for risk and other factors to develop an appropriate strategy for managing a client’s account. Client participation in this process, including full and accurate disclosure of requested information, is essential for the analysis of a client’s account. The Advisor shall rely on the financial and other information provided by the Client or their designees without the duty or obligation to validate the accuracy and completeness of the provided information. It is the responsibility of the Client to inform the Advisor of any changes in financial condition, goals or other factors that may affect this analysis. 

Mozella generally employs investment strategies that do not involve any significant or unusual risk other than domestic equity and international market risks. The risks associated with a particular strategy are provided to each Client in advance of investing Client accounts.

Alternative Investments – Alternative investment products may have certain risk characteristics not found in exchange traded securities and mutual funds. These risks may include (but not necessarily found in all funds):

• High degree of risk 

• Leverage

• Speculative investment practices

• Illiquidity 

• No periodic valuation information

• Complex tax structures or delays in distributing important tax information

• Loose regulatory oversight  

• High fees 

• Underlying investments may be not transparent 

Alternative investment performance can be volatile. An investor could lose all or a substantial amount of their investment. Often, alternative investment fund and account managers have total trading authority over their funds or accounts; the use of a single Advisor applying generally similar trading programs could mean lack of diversification and, consequently, higher risk. There is often no secondary market for a client’s interest in alternative investments, and none may develop. There may be restrictions on transferring interests in any alternative investment. Alternative investment products can execute a substantial portion of their trades on non-U.S. exchanges. Investing in foreign markets may entail risks that differ from those associated with investments in U.S. markets. Clients are encouraged to read the offering memorandum issued by a private investment before investing.

Options – Certain investment strategies offered by Mozella may make use of options. These options run the risk of losing value in a relatively short period of time. Option contracts are leveraged instruments that allow the holder of a single contract to control many shares of the underlying stock. This imbedded leverage may compound gains and losses. 

Real Estate Partnerships – Mozella may recommend to certain Clients investment in real estate investment partnerships. This type of fund is subject to special risk considerations like those associated with the direct ownership of real estate. Real estate valuations may be subject to factors such as changing general and local economic, financial, competitive, and environmental conditions.

Other Risks - Please remember that different types of investments involve varying degrees of risk, including the possible loss of principal and that past performance may not be indicative of future results. Therefore, it should not be assumed that future performance of any specific investment or investment strategy (including the investments and/or investment strategies undertaken by Mozella will be profitable. 

Mozella attempts to minimize risk by not investing in initial public offerings (IPO’s), options, futures, warrants, derivatives, master limited partnerships, exchange traded notes (ETNs), hedge funds or funds of hedge funds, viatical agreements, life settlements, life settlement-back securities (death bonds), senior settlements, private placements, unregistered securities, promissory notes, or any transaction involving real property, tangible property or tangible personal property.

Item 9 – Disciplinary Information

Mozella and its advisory personnel value the trust you place in us. As we advise all Clients, we encourage you to perform the requisite due diligence on any advisor or service provider in which you partner. Background information is available on the Investment Advisor Public Disclosure website at http://Advisorinfo.sec.gov. 

To review the firm information for Mozella, click Investment Advisor Search in the left navigation menu and enter, select the option for Investment Advisor Firm, and enter 336501 (our firm’s CRD number) in the field labeled “Firm IARD/CRD Number:”. This will provide access to Form ADV Parts 1 and 2. Item 11 of the ADV Part 1 lists legal and disciplinary questions. 

There are no legal, regulatory, or disciplinary events involving Mozella or any of its employees. 

Item 10 – Other Financial Activities and Affiliations

Mozella does not have any affiliations with other financial service firms. All relationships are for contracted services only, and no affiliation is created by way of these various service agreements.

In some cases, Mozella may outsource investment management to third-party money managers. In no case is any affiliation created by way of these tri-party agreements.

Mozella provides investment management services to its clients and is not involved in any other business activity. 

Item 11 – Code of Ethics, Participation in Client Transactions and Personal Trading

A.  Code of Ethics 

Mozella has implemented a Code of Ethics that defines our fiduciary commitment to each Client. This Code of Ethics applies to all people associated with Mozella. The Code of Ethics was developed to provide general ethical guidelines and specific instructions regarding our duties to you, our client. Mozella and its personnel owe a duty of loyalty, fairness, and good faith towards each Client. It is the obligation of Mozella associates to adhere not only to the specific provisions of the Code but to the general principles that guide the Code. The Code of Ethics covers a range of topics that may include general ethical principles, reporting personal securities trading, exceptions to reporting securities trading, reportable securities, initial public offerings, and private placements, reporting ethical violations, distribution of the Code of Ethics, review and enforcement processes, amendments to Form ADV and supervisory procedures. 

Mozella has written its Code of Ethics to meet and exceed regulatory standards. To request a copy of our Code of Ethics, please contact us at 727-280-5685.

B.  Personal Trading and Conflicts of Interest

Mozella allows our employees to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients. Owning the same securities we recommend (purchase or sell) to you presents a potential conflict of interest that, as fiduciaries, we must disclose to you and mitigate through policies and procedures. As noted above, we have adopted, consistent with Section 204A of the Investment Advisers Act of 1940, a Code of Ethics, which addresses insider trading (material non-public information controls) and personal securities reporting procedures.

We have also adopted written policies and procedures to detect the misuse of material, non-public information. We may have an interest or position in certain securities, which may also be recommended to you.

At no time, will Mozella or any associated person of Mozella, transact in any security to the detriment of any Client.

Mozella is a fee-only advisor, who, in all circumstances, is compensated solely by the Client, with neither the advisor nor any related party receiving compensation that is contingent on the purchase or sale of any financial product. Mozella does not engage in any transactions where it has a financial interest, including, but not limited to commissionable securities transactions, buying securities from or selling securities to its clients. 

Item 12 – Brokerage Practices

A.  Recommendation of Custodian

Mozella does not have discretionary authority to select the broker-dealer/custodian for custodial and execution services. Mozella does not have discretionary authority to select the broker-dealer/custodian for custodial and execution services. You will select the broker-dealer or custodian (herein the “Custodian”) to safeguard your assets and authorize Mozella to direct trades to this Custodian as agreed in the Investment Management Agreement. Further, Mozella does not have the discretionary authority to negotiate commissions on behalf of our clients on a trade-by-trade basis. 

While Mozella does not exercise discretion over the selection of the Custodian, Mozella requires that clients open one or more brokerage accounts in their own names at Schwab Advisor Services™, a division of Charles Schwab & Co., Inc. (“Schwab”), a registered broker‐dealer, Member SIPC. The client will enter into a separate agreement with Schwab to custody the assets. Mozella also requires that each client grant Mozella a limited power of attorney to execute client transactions through Schwab. Mozella reserves the right to decline acceptance of any client account that directs the use of a broker-dealer other than Schwab if Mozella believes that this choice would hinder its fiduciary duty to the client. Mozella is not affiliated with Schwab. Schwab does not supervise Mozella, its agents, or activities.

Schwab offers services to independent investment advisors and their clients, which include custody of securities, trade execution, clearance, and settlement of transactions. Mozella receives some benefits from Schwab through its participation in its advisory platform. Mozella considers several factors in selecting and/or recommending brokers and custodians for its clients’ accounts, including, but not limited to, execution capability, experience and financial stability, reputation and the quality of services provided. All trading executed via Schwab is subject to best execution review by Mozella.

Additionally, for non-publicly traded assets, as well as non-securities assets, Mozella may recommend Advanta IRA Services, a self-directed IRA account administrator. Advanta IRA Services uses Mainstar Trust (a Kansas-based non-depository banking institution) as its account custodian. Mainstar Trust is regulated by the State Bank Commissioner of Kansas.

• Soft Dollars - Soft dollars are revenue programs offered by broker-dealers whereby an advisor enters into an agreement to place security trades with the broker in exchange for research and other services. Mozella does not participate in soft dollar programs sponsored or offered by any broker-dealer.

• Brokerage Referrals - Mozella does not receive any compensation from Schwab or any other entity in connection with the recommendation for establishing a brokerage account.

• Directed Brokerage - All Clients are serviced on a “directed brokerage basis”, where Mozella will place trades within the established account(s) at the Custodian designated by the Client. Further all Client accounts are traded within their respective brokerage account(s). Mozella will not engage in any principal transactions (i.e., trade of any security from or to Mozella’s own account) or cross transactions with other Client accounts (i.e., purchase of a security into one Client account from another Client’s account). In selecting the Custodian, Mozella will not be obligated to select competitive bids on securities transactions and does not have an obligation to seek the lowest available transaction costs. These costs are determined by the designated Custodian.

B.  Aggregating and Allocating Trades 

The primary objective in placing orders for the purchase and sale of securities for Client accounts is to obtain the most favorable net results considering such factors as 1) price, 2) size of order, 3) difficulty of execution, 4) confidentiality and 5) skill required of the broker. Mozella will execute its transactions through an unaffiliated broker-dealer selected by the Client. Mozella may aggregate orders in a block trade or trades when securities are purchased or sold through the same broker-dealer for multiple (discretionary) accounts. If a block trade cannot be executed in full at the same price or time, the securities purchased or sold by the close of each business day must be allocated in a manner that is consistent with the initial pre-allocation or other written statement. This must be done in a way that does not consistently advantage or disadvantage particular Client accounts. 

Item 13 – Review of Accounts

A.  Frequency of Reviews

Investment Advisory Clients – Accounts are monitored on an ongoing basis by Mozella for adherence to investment strategy and Client Objective. Investment management and supervision over the securities contained in the Client’s portfolio are performed , as applicable, in an ongoing basis by Jonathan Henrich as the principle of Mozella Asset Management LLC.

Financial Planning Clients – Financial plans are reviewed on an as needed basis. Reviews may be more or less frequent depending on each Client’s situation and financial circumstances.

B.  Causes for Reviews

In addition to the investment monitoring noted in Item 13.A., each Client account shall be reviewed at least quarterly. Reviews may be conducted more or less frequently at the Client’s request. Accounts may be reviewed because of major changes in economic conditions, known changes in the Client’s financial situation, and/or large deposits or withdrawals in the Client’s account. The Client is encouraged to notify Mozella if changes occur in his/her personal financial situation that might adversely affect his/her investment plan.

Additional reviews may be triggered by material market, economic or political events. 

C. Review Reports

Investment Portfolio Reports – The Client will receive brokerage statements no less than quarterly from the Trustee or Custodian. These brokerage statements are sent directly from the Custodian to the Client. The Client may also establish electronic access to the Custodian’s website so that the Client may view these reports and their account activity. Client brokerage statements will include all positions, transactions and fees relating to the Client’s account(s).

Financial Planning Reports – Financial plans are reviewed and updated at least annually. Mozella will provide financial planning Clients a report summarizing Mozella’s recommendations and any action required by the Client.

Item 14 - Client Referrals and Other Compensation

A.  Compensation Received by Mozella

Mozella does not receive commissions or other compensation from product sponsors, broker dealers or any unrelated third party. Mozella may refer Clients to various third parties to provide certain financial services necessary to meet the goals of its Clients. Likewise, Mozella may receive referrals of new Clients from a third-party.

B.  Client Referrals from Solicitors

Mozella does not presently pay any solicitors to refer business to Mozella. Mozella may refer Clients to various third parties to provide certain services necessary to meet financial goals. Likewise, Mozella may receive a client referral from a third-party. In either case, no compensation is given or received. All referrals are a professional courtesy and in the interest of the Client.

Item 15 – Custody

Mozella does not accept or maintain custody of any Client accounts. All Clients must place their assets in a qualified custodian. Clients are required to select their own custodian to retain their funds and securities and direct Mozella to utilize that custodian for the Client’s security transactions. For more information about custodians and brokerage practices, see Item 12 - Brokerage Practices.

While Mozella does not have custody of Client funds or securities, payments of fees may be paid by the custodian from the custodial brokerage account that holds Client assets. In certain jurisdictions this may be deemed constructive custody. Prior to permitting direct debit of fees each Client provides written authorization permitting fees be made direct from the custodian. Mozella will send the Client and the custodian a bill showing the amount of the fee and the way in which it was calculated. The custodian sends every Client an account statement not less than quarterly showing all account activity, including the amounts disbursed from the account to Mozella.

Item 16 – Investment Discretion

Discretionary Portfolio Management – Mozella generally has discretion over the selection and amount of securities to be bought or sold in Client accounts without obtaining prior consent or approval from the Client. However, these purchases or sales may be subject to specified investment objectives, guidelines, or limitations previously set forth by the Client and agreed to by Mozella. Discretionary authority will only be authorized upon full disclosure to the Client. The granting of such authority will be evidenced by the Client's execution of an Investment Management Agreement containing all applicable limitations to such authority. All discretionary trades made by Mozella will be in accordance with each Client's investment objectives and goals. 

Non-Discretionary Portfolio Management – Non-discretionary portfolio management is understood to mean the Mozella must first get Client permission before placing any trades to buy or sell securities in a client account. Mozella is free to determine the timing of a particular transaction; however, permission must first be obtained from the Client. Clients should be aware that delays in granting permission for a transaction may hinder Mozella’s ability to effectively manage a portfolio. 

Item 17 – Voting Client Securities

Mozella does not accept proxy voting responsibility for any Client. Therefore, although Mozella may provide investment advisory services relative to Client investment assets, Mozella Clients maintain exclusive responsibility for: (1) directing the manner in which proxies solicited by issuers of securities beneficially owned by the Client shall be voted, and (2) making all elections relative to any mergers, acquisitions, tender offers, bankruptcy proceedings or other type events pertaining to the client’s investment assets. Mozella and/or the Client shall correspondingly instruct the Custodian of the assets to forward to the client copies of all proxies and shareholder communications relating to the client’s investment assets.

Item 18 – Financial Information

Neither Mozella, nor its management has any adverse financial situations that would reasonably impair the ability of Mozella to meet all obligations to its clients. Neither Mozella, nor any of its advisory persons, has been subject to a bankruptcy or financial compromise. Mozella is not required to deliver a balance sheet along with this brochure as the firm does not collect advance fees for services to be performed six months or more in advance. Mozella charges fees for only the immediate quarter for which it will provide services. Please see Item 5 - Fees and Compensation for additional information.

Item 19 – Requirements for State-Registered Advisors

Educational Background and Business Experience of Principal Officer

The Principal Officer of Mozella Asset Management, LLC is Jonathan Henrich. Information regarding the formal education and background of Jonathan Henrich is in Part 2B.

Other Business Activities of Principal Officer

Real Estate Investments

Jonathan Henrich is dedicated to the investment advisory activities of Mozella clients. He is also a real estate investor and may provide investment advice regarding real estate. 

Performance Fee Calculations

Mozella does not charge performance-based fees for its investment advisory services. 

Disciplinary Information

There are no legal, civil, or disciplinary events to disclose regarding Mozella or Jonathan Henrich. Neither Mozella nor Jonathan Henrich has ever been involved in any regulatory, civil, or criminal action. There have been no client complaints, lawsuits, arbitration claims or administrative proceedings against Mozella or Jonathan Henrich. 

However, we do encourage you to independently view the background of Jonathan Henrich on the Investment Advisor Public Disclosure website at www.adviserinfo.sec.gov. 

Material Relationships with Issuers of Securities

Neither Mozella nor Jonathan Henrich has any relationships or arrangements with issuers of securities.

All material conflicts of interest are disclosed regarding the investment advisor, its representatives or any of its employees, which could be reasonably expected to impair the rendering of unbiased and objective advice.