Client Relationship Summary

Form CRS

Effective Date: October 15, 2025

Introduction

Overscale, Inc. ("Overscale," "we," or "us") is an investment adviser registered with the U.S. Securities and Exchange Commission (SEC). Brokerage and investment advisory services and fees differ, and it is important for you to understand these differences. 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.

Relationships and Services

What investment services and advice can you provide me?

We offer discretionary and non-discretionary investment advisory services to individual startup founders, entrepreneurs, and their related family entities. Our advisory program includes holistic wealth planning, tax strategy coordination, estate planning support, trust structuring, liquidity planning, personal banking coordination, and curated access to vetted third-party specialists. Clients typically engage us for ongoing portfolio management with customized model portfolios that incorporate public securities, alternative investments, and cash management solutions. We monitor client accounts on an ongoing basis and provide written reviews at least quarterly, with more frequent updates during key liquidity events.

For discretionary relationships we have authority to trade in your accounts according to the agreed upon investment policy statement, which you may change at any time. For non-discretionary relationships you make the ultimate decision regarding each transaction; we provide recommendations and implement only with your consent.

We do not custody your assets. Your assets are held with a qualified third-party custodian. We place no stated account minimum, though our service is designed for founders with complex equity compensation, anticipated liquidity of $1 million or greater, or similar planning needs.

Conversation Starter: “What is your approach to balancing my founder equity with diversified investments, and how often will you review my portfolio with me?”

Fees, Costs, Conflicts, and Standard of Conduct

What fees will I pay?

Our primary fee is an annual advisory fee billed quarterly in arrears based on a percentage of assets under management and the scope of planning services. Current indicative tiers are $19.99 per month for the Founder plan, $99.99 per month for the Growth plan, and negotiable pricing for Enterprise relationships. Fees may be reduced for assets held in cash management or passive allocations. The exact rate is described in your Advisory Agreement. We deduct fees directly from client accounts or invoice you, at your option.

In addition to our advisory fee you will bear custodial fees, brokerage commissions, transaction costs, fund or ETF operating expenses, wire fees, or other third-party expenses. We do not receive any portion of these third-party charges. Some strategies may utilize outside managers or alternative funds that charge a separate management or performance fee; details are provided before you invest. See our Form ADV for details.

Conversation Starter: “Help me understand how these fees compare to what other advisers might charge for similar services.”

How do your financial professionals make money?

Our financial professionals are compensated with salary and discretionary bonuses that may reflect client service, firm results, and individual contributions. They do not receive commissions or revenue-sharing from product providers for recommending specific investments. This structure is intended to align our interests with yours.

What are your legal obligations to me when acting as my investment adviser?

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

We may recommend liquidity solutions, personal banking partners, or estate planning attorneys that provide us with non-cash benefits (such as educational access or product support). These arrangements are designed to enhance the client experience, but they could create an incentive to prefer providers that extend these services.
Employees may hold the same securities that we recommend to clients. We maintain a Code of Ethics and personal trading policies to mitigate conflicts.

Conversation Starter: “How do you address conflicts of interest that could affect the advice you provide to me?”

Disciplinary History

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

No. Overscale, Inc. and our financial professionals do not have reportable legal or disciplinary events. You can visit Investor.gov/CRS for a free and simple search tool to research us and our professionals.

Conversation Starter: “As my advisory team evolves, will you notify me if any of the professionals working with me have disciplinary history?”

Additional Information

For additional information about our services, or if you would like a free copy of this relationship summary or our Form ADV, please visit overscale.org or email us at clients@overscale.org.

Your primary contact will be an Overscale advisory professional. For concerns about your relationship or a complaint, email compliance@overscale.org.

Conversation Starter: “Who is my primary contact, and how do their responsibilities differ from other team members who may support my relationship?”