Form ADV, Parts 2A & 2B

162 South Easton Road
Glenside, PA 19038
(267) 217-3025
www.jrwfinancial.com
FORM ADV, Part 2A - Brochure
Version Date: January 5, 2015
This Brochure provides information about the qualifications and business practices of
JRW Financial LLC (“JRW” or “the firm”). If you have any questions about the contents
of this Brochure, please contact us at (267) 217-3025 or [email protected]. The
information in this Brochure has not been approved or verified by the United States
Securities and Exchange Commission or by any state securities authority.
JRW is a registered investment adviser registered with the Commonwealth of Pennsylvania;
however, registration of an Investment Adviser does not imply any level of skill or training.
Additional information about JRW Financial LLC is available on the SEC’s website at
www.adviserinfo.sec.gov. The SEC’s website also provides information about any persons
affiliated with JRW who are registered as an Investment Adviser Representative (“IAR”).
You may search this site by a unique identifying number known as a CRD number. The
CRD number for JRW Financial LLC is 166158.
ITEM 2 – MATERIAL CHANGES
This brochure, dated January 5, 2015, reports the following material changes for JRW
Financial LLC:
1. Item 4, Section B “Types of Advisory Services” was updated to include
comprehensive wealth management services now provided by JRW Financial LLC.
2. Item 5, Section A “Fee Schedule” was updated to reflect the new fee schedule of
JRW Financial LLC. Item 5 was updated to include comprehensive financial
planning services provided by JRW Financial LLC.
3. Item 8, Section B was updated to detail the investment strategy and services offered
by JRW Financial LLC.
4. Item 16 “Investment Discretion” was updated to reflect that JRW Financial LLC
requires full discretionary authority over any securities to which investment
management and advisory services are provided.
5. JRW Financial LLC combined previously separated Parts 2A and 2B of this Form
ADV Firm Brochure. The Brochure Supplement, Form ADV Part 2B, for Joseph
R. Weidenburner is now attached and incorporated herein.
For a full and complete copy of our Firm Brochure, please contact Joseph R.
Weidenburner by telephone at (267) 217-3025 or by e-mail at [email protected].
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JRW Financial LLC
ITEM 3 – TABLE OF CONTENTS
Item 1 – Cover Page……………………………………………………………………………………..…….……1
Item 2 – Material Changes………………………………………………………………………………………2
Item 3 – Table of Contents……………………………………………………………….………………………3
Item 4 – Advisory Business…………………………………………………………………………….………4
Item 5 – Fees and Compensation……………………………………………………………….……………5
Item 6 – Performance-Based Fees and Side-By-Side Management…………………………..…7
Item 7 – Types of Clients…………………………………………………………………………………….…7
Item 8 – Methods of Analysis, Investment Strategies, and Risk of Loss……………………….7
Item 9 – Disciplinary Information……………………………………………………………………………9
Item 10 – Other Financial Industry Activities and Affiliations……………………………….……9
Item 11 – Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading……………………………………………………………….…………………...10
Item 12 – Brokerage Practices……………………………………………………….………………………11
Item 13 – Review of Accounts……………………………………………………………………….………12
Item 14 – Client Referrals and Other Compensation………………………………………….……13
Item 15 – Custody…………………………………………………………………………………………………13
Item 16 – Investment Discretion……………………………………………………………………………13
Item 17 – Voting Client Securities…………………………………………………………………………14
Item 18 – Financial Information…………………………………………………………….………………14
Item 19 – Requirements for State-Registered Adviser………………………………………..……14
Form ADV – Part 2B Brochure Supplement…………………………………………………………..15
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FORM ADV Part 2A – Firm Brochure
JRW Financial LLC
ITEM 4 – ADVISORY BUSINESS
A. FIRM DESCRIPTION
JRW Financial LLC (“JRW” or “the Firm”) is a Pennsylvania limited liability
company founded in 2012.
JRW’s current business is to provide investment management and advisory services
through separately managed accounts. JRW is engaged also in providing
comprehensive financial planning services.
Joseph R. Weidenburner, JD, is the President, Chief Investment Officer, and Sole
Owner of the firm.
B. TYPES OF ADVISORY SERVICES
1. Investment Management and Advisory Services
JRW offers investment management and advisory services through separately
managed accounts.
Clients may be individuals, families, trusts, charitable
organizations, businesses, corporations, and others. JRW provides investment
management and advisory services on a discretionary basis, wherein JRW is
responsible solely for the transacting of securities, including stocks, bonds, mutual
funds, or exchange-traded funds, within separately managed accounts.
2. Financial Planning Services
JRW provides comprehensive financial planning services including, but not limited
to, retirement planning, estate planning, education planning, tax planning, and asset
allocation.
C. INDIVIDUALLY TAILORED ADVISORY SERVICES AND RESTRICTIONS
JRW provides individually-tailored investment management and advisory services to
separately managed accounts for clients on a discretionary basis in accordance with
JRW’s fundamental, value-oriented approach to investing. JRW determines the
suitability of its investment management and advisory services for each client by
making a thorough assessment of the client’s goals, objectives, risk tolerance,
investment time horizon, and financial need. JRW prepared an individual policy
statement (“IPS”) for each client reflecting this assessment.
Some securities recommended by JRW Financial LLC may not be appropriate for
particular clients. Because certain investments may involve additional risks, those
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JRW Financial LLC
investments will only be made when consistent with the client’s stated investment
objectives, risk tolerance, and suitability. These factors and more will be detailed in
the IPS. Clients may make requests to impose certain restrictions on the
investments made within the client’s portfolio. JRW will make its best effort to
honor the client’s wishes.
D. WRAP FEE PROGRAM
JRW does not participate in wrap fee programs.
E. ASSETS UNDER MANAGEMENT
As of January 5, 2015, JRW has $0 in assets under management.
ITEM 5 – FEES AND COMPENSATION
A. FEE SCHEDULE
1. INVESTMENT MANAGEMENT FEES
JRW is a fee-only registered investment adviser and earns its fees through
providing investment management and advisory services to separately managed
accounts. JRW’s fees are based on a percentage of a client’s total assets under
management. The asset-based fees for investment management services are as
follows:
JRW Financial LLC Investment Management Fee Schedule
Total Assets Under
Annualized
Quarterly
Management
Amount
Amount
Up to $500,000
1.50%
0.375%
$500,001 - $1,000,000
1.25%
0.3125%
Above $1,000,000
1.00%
0.25%
The Investment Management Fee is negotiable generally and will be based on the
net assets in the client’s account as of the last business day of each calendar
quarter.
Clients may terminate the agreement without penalty for a full refund of any fees
collected within five (5) business days of originally signing the agreement.
Thereafter, clients may terminate the agreement with thirty (30) days’ written
notice.
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JRW Financial LLC
The Investment Management Fee will be prorated for capital contributions or
withdrawals made within a quarter to the best and most practicable extent
possible. Accounts initiated or terminated within a quarter will be charged a
prorated fee based on the number of business days in the quarter in which JRW
provided investment management and advisory services, divided by the total
number of business days in the calendar quarter.
2. FINANCIAL PLANNING FEES
JRW charges a negotiated hourly fee for financial planning services that ranges
from $100 to $250 per hour depending on the types of services provided.
Clients also have the option of choosing a negotiated flat fee ranging from $500
to $10,000 per year depending on the scope of the services provided. These fees
will be negotiated and agreed upon ahead of time. Clients will be billed directly
for fees associated with financial planning services.
B. PAYMENT OF INVESTMENT MANAGEMENT FEES
Fees are collected quarterly in arrears. Fees may be deducted directly from a client’s
account by the Custodian pursuant to a written third-party authorization or the client
will be billed as of the last business day of the calendar quarter. Clients will receive
copies of all invoices that are sent to the Custodian that will show, at a minimum, the
amount of the fee, the value of the Client’s assets on which the fee was based, and
the specific manner in which the fee was calculated. .
C. OTHER FEES PAID BY CLIENT
JRW’s compensation for investment management and advisory services is exclusive
of commissions, exchange fees, and other fees charged by the Custodian and/or
Broker-Dealer and/or Other Third Parties. Clients will be responsible for paying all
fees charged to client accounts by the Custodian and/or Broker-Dealer and/or Other
Third Parties. These fees may include fees charged for custodial services, mutual
fund or exchange-traded fund expenses or transaction costs, brokerage commissions
and fees, or exchange fees.
D. ADVANCED FEE PAYMENT
JRW earns fees for investment management and advisory services in arrears and
does not charge in advance.
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E. OTHER INVESTMENT RELATED COMPENSATION
JRW does not receive any compensation other than the fees for investment
management and advisory services or financial planning services as described in Item
5A.
ITEM 6 – PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
JRW does not accept performance-based fees under any circumstances. JRW does not
charge advisory fees on a share of appreciation of the funds or securities in a client account.
The only fees charges by JRW are those described in Item 5A.
ITEM 7 – TYPES OF CLIENTS
JRW provides discretionary investment management and advisory services to individuals,
families, trusts, charitable organizations, businesses, and corporations. JRW recommends,
though does not require, a minimum account size of $100,000 for investment management
and advisory services. JRW may, in its sole discretion, accept or deny the provision of
investment management and advisory services on the basis of the amount of client assets.
ITEM 8 – METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF LOSS
A. METHODS OF ANALYSIS
JRW may employ fundamental analysis, technical analysis, and global
macroeconomic analysis in making investment decisions. Recommendations
provided may be based on research conducted in financial newspapers and other
periodicals, publicly available reports, analyses, research materials, subscription
services, or computerized asset allocation models.
B. INVESTMENT STRATEGY
JRW provides personal, individually-tailored investment management and advisory
services separately managed accounts on behalf of its clients. JRW’s investment
philosophy can be summed up as follows: We are fundamental, value-oriented
investors seeking to preserve wealth by minimizing risk and to compound returns
over a long-term investment time horizon.
JRW focuses on qualitative analysis of investment opportunities, whether in equities,
corporate or government fixed income securities, or other potential investments.
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JRW focuses on purchasing investments at a discount to what it believes to be the
investment's intrinsic value, defined as the sum of the future cash flows of the
investment, discounted to the present. Value-oriented investing works, and applied
correctly, provides an adequate margin of safety for our portfolios.
To preserve wealth, JRW focuses on minimizing risk, which is best defined as the
possibility of a permanent loss of capital. Each investment decision made for clients
requires a minimal possibility of permanent capital loss; thus, JRW’s primary focus
is on preserving client wealth.
JRW believes proper investing is a marathon, not a sprint. To that end, JRW builds
investment portfolios with a long-term investment time horizon. JRW aims to be
unconcerned with short-term market moves and does not wish to trade around the
whims of Mr. Market. By focusing on the long-term, JRW allows client portfolios to
earn returns that may be compounded consistently well into the future.
JRW views stocks as fractional interests in real businesses, and approaches the
investment process in a businesslike manner. JRW will evaluate potential stock
investments as if JRW were evaluating the purchase of an entire business.
C. MATERIAL RISKS
JRW maintains a fiduciary duty to clients at all times, meaning acting in a manner
consistent with the best interests of its clients is the firm’s top and singular priority.
Investing in capital markets brings about a material risk of loss of investment capital,
and JRW ensures that its clients are aware of and can withstand any material risk of
loss prior to engaging in investment management and advisory services.
JRW employs strict risk management techniques and is always mindful of the risk of
loss whenever entering an investment, but that does not mean that losses cannot
occur. Clients must always be mindful that there are significant risks of loss inherent
in investing activities and should be prepared to bear the burden of any loss of
investment capital.
Portfolio Concentration Risk
Because the investment process employed by JRW relies on in-depth analysis and a
businesslike approach to stock ownership, JRW tends to maintain concentrated
portfolios of securities on behalf of clients. Concentration of a portfolio in a small
number of stocks or other securities brings with it a material risk that
underperformance of one or a few positions may be detrimental to the overall
performance of the portfolio in greater measure than would an individual position in
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JRW Financial LLC
a more broadly diversified portfolio. Clients should be aware of the material risks
that come with portfolio concentration.
Market Risks
Stock prices fluctuate in response to multiple factors and may encounter sustained
periods of price depreciation. Despite JRW’s best efforts at evaluating a stock, there
is a risk that any and all stocks, or other securities, invested in on behalf of clients
will decline along with the broader securities markets. Clients should understand
that JRW’s investment approach is focused on a long-term investment time horizon
and will not be immune from short-term market fluctuations. Client assets may
decline in value for sustained periods of time.
ITEM 9 – DISCIPLINARY INFORMATION
A. CIVIL OR CRIMINAL ACTIONS
JRW has never been found guilty of, convicted of, or plead no contest to a criminal
or civil action in a domestic, foreign, or military court.
B. ADMINISTRATIVE ENFORCEMENT PROCEEDINGS
JRW has never been found by the SEC, any other state or federal agency, or any
foreign regulatory agency to have caused loss of the ability of an investment-related
business to do business or been sanctioned, barred, or limited in investment-related
activities.
C. SELF-REGULATORY ORGANIZATION ENFORCEMENT PROCEEDINGS
JRW has never been found by a self-regulatory agency to have caused loss of the
ability of an investment-related business to do business, nor has been found in
violation of self-regulatory agency rules such that it was barred, suspended, limited in
advisory functions, or fined.
ITEM 10 – OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
A. BROKER-DEALER OR REGISTERED REPRESENTATIVE
JRW is not registered as, nor has an application pending to register as, a brokerdealer or registered representative of a broker-dealer.
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B. REGISTRATION AS FUTURES COMMISSION MERCHANT, COMMODITY POOL
OPERATOR, OR COMMODITY TRADING ADVISOR
JRW is not registered as, nor has an application pending to register as, a futures
commission merchant, commodity pool operator, or commodity trading advisor, or
an associated person of one of the foregoing entities.
C. RELATIONSHIPS MATERIAL TO ADVISORY BUSINESS
JRW has no relationships with any person that is material to the advisory business or
that would present a conflict of interest.
D. SELECTION OF OTHER INVESTMENT ADVISERS
JRW does not recommend or select other investment advisers for the management
of any portion of its assets under management.
ITEM 11 – CODE OF ETHICS, PARTICIPATION
AND PERSONAL TRADING
OR INTEREST IN
CLIENT TRANSACTIONS
A. CODE OF ETHICS
The fiduciary duty to clients is of utmost importance to JRW. JRW adopts the CFA
Institute Asset Manager Code of Professional Conduct supplied by the CFA Institute 1 as
the firm’s Code of Ethics.
JRW claims compliance with the CFA Institute Asset Manager Code of Professional
Conduct. This claim has not been verified by CFA Institute.
Generally, our Code of Ethics covers the following principles, by which JRW, its
Investment Adviser Representatives, employees, and affiliated or supervised persons
must always abide:
 We will act in a professional and ethical manner at all times.
 We will act always for the benefit of clients and prioritize client interests above all
other interests.
 We will act always with independence and objectivity.
 We will act always with skill, competence, and diligence.
Information on the CFA Institute can be found on the web at www.cfainstitute.org. Copies of the CFA Asset Manager Code
of Professional Conduct can be accessed at www.cfapubs.org/doi/pdf/10.2469/ccb.v2009.n8.1 or will be supplied upon request
by JRW Financial LLC to any client or prospective client.
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JRW Financial LLC
 We will communicate with clients in a timely and accurate manner.
 We will uphold always the applicable laws, regulations, and rules governing the
capital markets.
B. PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS
JRW does not recommend, buy, or sell securities in which it, its Investment Adviser
Representatives, or any related persons have a material financial interest.
C. PERSONAL INVESTMENT IN RECOMMENDED SECURITIES
JRW may at times recommend, buy, or sell securities to and for clients that its
Investment Adviser Representatives, Management, or related persons may recommend,
buy, or sell for their own personal accounts or related persons’ accounts. JRW has a
fiduciary duty to act primarily for the benefit of clients and prioritizes all client interests
ahead of our own interests. If a conflict arises between the interests of the client and the
interests of the Investment Adviser Representative, Management, or related person, all
disputes will be resolved to the best extent possible in the favor of the clients’ interests
and all trades will be placed in client accounts prior to any transactions for personal
accounts.
D. TRADING AT OR ABOUT THE SAME TIME AS CLIENT ACCOUNTS
JRW may from time to time permit its Investment Adviser Representatives,
Management, or related persons to buy or sell securities for themselves at or around the
same time as for clients. However, JRW will never engage in trading that operates to
the disadvantage of its Clients and the fiduciary duty owed to Clients to act always in the
Clients’ best interest will be maintained always.
ITEM 12 – BROKERAGE PRACTICES
A. BROKERAGE SELECTION FOR CLIENT ACCOUNTS
In selecting a brokerage firm, JRW considers several factors including trade
execution quality, cost of commissions that client accounts will bear, the financial
strength and name recognition of the institution, and any other services and benefits
offered by the institution. Of particular importance is that clients get the best trade
execution for the most efficient commission price.
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JRW Financial LLC
1. RESEARCH OR SOFT DOLLAR BENEFITS
JRW does not receive research or other soft dollar benefits in exchange for
client transactions.
2. BROKERAGE FOR CLIENT REFERRALS
JRW routinely recommends Interactive Brokers for client account
Custodian and Brokerage services. JRW does not receive any benefits in
conjunction with recommending a particular broker-dealer, and JRW is
not affiliated in any manner with any broker-dealer it may recommend.
JRW recommends a particular broker-dealer solely on the basis of the best
interest of clients.
3. DIRECTED BROKERAGE
JRW permits clients to direct a particular broker-dealer if the client prefers
to direct a broker-dealer. In the event that the client directs a particular
broker-dealer, JRW may not be able to achieve the most favorable trade
execution, such as could be achieved through trade aggregation with the
JRW’s recommended broker-dealer. This fact may cost clients more
money in the long run due to higher commission costs for trade execution.
B. TRADE AGGREGATION
To the greatest extent possible, JRW aggregates the purchase or sale of securities for
client accounts when a particular transaction is appropriate for two or more client
accounts, but is under no obligation to do so. JRW will maintain discretion to
determine if aggregate trading is appropriate.
ITEM 13 – REVIEW OF ACCOUNTS
A. PERIODIC REVIEW OF CLIENT ACCOUNTS
JRW reviews all client accounts at least on quarterly basis, and in some cases, more
frequently. All reviews are performed by Joseph R. Weidenburner, JD, President
and Chief Investment Officer of JRW Financial LLC.
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B. FACTORS THAT MAY TRIGGER OTHER THAN PERIODIC REVIEW
Review of client accounts may be triggered by material market, economic, or
political events, or by changes in Client’s financial situations, including, but not
limited to retirement, termination of employment, physical move, or inheritance.
C. CLIENT ACCOUNT REPORTS
Reports including transactions, account balances, and current portfolio holdings will
be furnished to clients quarterly.
ITEM 14 – CLIENT REFERRALS AND OTHER COMPENSATION
A. COMPENSATION FROM NON-CLIENTS
JRW receives no economic benefit for providing investment management services
from anyone who is not a client.
B. COMPENSATION TO OTHERS FOR CLIENT REFERRALS
JRW does not provide compensation to anyone for client referrals.
ITEM 15 – CUSTODY
JRW does not maintain custody of any client funds, other than limited custody for the
purpose of direct fee deduction from the Custodian, pursuant to the executed third-party
agreement between Custodian and Client. Clients will receive reports from the Custodian
of Client funds based on the agreement made between the Client and the Custodian.
Clients are urged to compare the quarterly reports received from JRW with the reports
received from the Custodian.
ITEM 16 – INVESTMENT DISCRETION
JRW provides discretionary investment management and advisory services over the
securities in separately managed accounts on behalf of clients. These services are provided
on an ongoing supervisory basis. Clients may request limits as to the types of investments
made by JRW on behalf of the Client, but generally JRW will retain full discretionary
authority as to the investment management and advisory services provided in the separately
managed accounts on behalf of clients.
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JRW Financial LLC
ITEM 17 – VOTING CLIENT SECURITIES
JRW does not vote Client securities under any circumstances. Clients are required to
contact the Custodian with regard to any information pertaining to voting shares of
securities held in Client’s Account.
ITEM 18 – FINANCIAL INFORMATION
JRW does not require or solicit prepayment of more than $1,200 in fees per client, six
months or more in advance. There is no financial condition that is reasonably likely to
impair the ability of JRW to meet contractual commitments to clients. Neither JRW, nor
Joseph R. Weidenburner, JD, has been subject to a bankruptcy petition.
ITEM 19 – REQUIREMENTS FOR STATE-REGISTERED ADVISERS
A.
PRINCIPAL EXECUTIVE OFFICERS AND MANAGEMENT
Joseph R. Weidenburner, JD, is President, Chief Investment Officer, and Sole
Owner of JRW. Education and business background may be found on the attached
Brochure Supplement, Form ADV Part 2B.
B.
OTHER BUSINESS ACTIVITIES OF ADVISER
JRW is engaged in no business activities other than investment management.
C.
PERFORMANCE BASED FEES
JRW does not receive performance-based compensation.
D.
INVOLVEMENT IN PROCEEDINGS
1. ARBITRATION PROCEEDINGS
Neither JRW, nor its Management have been involved in an award or
otherwise been found liable in an arbitration claim alleging damages in
excess of $2,500.
2. OTHER PROCEEDINGS
Neither JRW, nor its Management have been involved in an award or
otherwise been found liable in a civil, self-regulatory organization, or
administrative proceeding.
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FORM ADV Part 2A – Firm Brochure
JRW Financial LLC
FORM ADV, Part 2B – Brochure Supplement
Version Date: January 5, 2015
Joseph R. Weidenburner, JD
President & Chief Investment Officer
This brochure supplement provides information about Joseph R. Weidenburner, JD that
supplements the JRW Financial LLC brochure. You should have received a copy of that
brochure.
Please contact Joseph R. Weidenburner, JD at (267) 217-3025 or
[email protected] if you did not receive the brochure of if you have any questions about
the contents of this supplement.
Additional information about Joseph R. Weidenburner, JD is available on the SEC’s
website at www.adviserinfo.sec.gov.
You may search this site by a unique identifying number known as a CRD number. The
CRD number for Joseph R. Weidenburner, JD is 6136484.
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JRW Financial LLC
Item 2 – Educational Background and Business Experience
Joseph R. Weidenburner, JD – Date of Birth: April 26, 1983
College: B.A., cum laude, History & Political Science – Loyola University Maryland – 2005
Graduate: J.D. – The Catholic University of America – Columbus School of Law – 2008
State Bar Admissions: Pennsylvania & New Jersey
Industry Exams Passed: Series 65
Joseph R. Weidenburner, JD has managed JRW Financial LLC since its founding in 2012.
Item 3 – Disciplinary Information
Joseph R. Weidenburner, JD has no disciplinary information to disclose.
Item 4 – Other Business Activities
A. Joseph R. Weidenburner, JD is not actively engaged in any other investment related
business or occupation.
B. Joseph R. Weidenburner, JD is employed full-time by the Defense Logistics Agency
in Philadelphia, PA, as an attorney. This fact is disclosed on the basis that this other
activity provides a substantial source of Joseph R. Weidenburner’s income and a
substantial amount of Joseph R. Weidenburner’s time.
Item 5 – Additional Compensation
Joseph R. Weidenburner, JD receives no additional compensation for advisory services.
Item 6 – Supervision
Joseph R. Weidenburner, JD is the sole employee of JRW Financial LLC and is
responsible for all supervision.
Item 7 – Requirements for State-Registered Advisers
Joseph R. Weidenburner, JD has no further information to disclose, nor has he been
subject to a bankruptcy petition.
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FORM ADV Part 2A – Firm Brochure
JRW Financial LLC