A. Firm Information Lattice Capital Management, LLC (“Lattice” or the “Advisor”) is a registered investment advisor located in the State of Washington, which is organized as a limited liability company under the laws of Washington in 2006. Lattice is owned by its Managing Member Ali R.M. Dadgar and operated by Fariba Ronnasi, its Chief Investment Officer. This Disclosure Brochure provides information regarding the qualifications, business practices, and the investment advisory services provided by Lattice.
B. Advisory Services Offered
Lattice provides investment advisory services on a discretionary basis to private investment funds (the “Lattice Funds”) intended for sophisticated investors. Lattice as serves as each Fund’s general partner (the “General Partner”). A summary of the Lattice Funds’ strategies is described below: Dynamic Alpha Fund, LP Dynamic Alpha Fund, LP (“DAF” or the “Fund”), formerly known as Dynamic Market Neutral Fund, LP, invests primarily in options on exchange traded funds (“ETFs”), short-term U.S. Treasuries, and other cash equivalents (e.g., money market funds). The Fund’s options positions comprise covered and uncovered puts and calls, and over-the-counter options. Although DAF currently implements its strategy primarily by investing in the aforementioned securities, it may implement its strategy by investing directly in other securities, such as equity and fixed income securities, rather than indirectly through options. In addition, the Fund may invest in derivative instruments, engage in short selling, hedging, margin trading and other investment strategies. DAF’s investment objective is to strategically capture premium in options and take advantage of volatility across the spectrum of market conditions to generate alpha. The Fund seeks to produce consistent risk- adjusted returns by using cash to sell index options to collect options premium as a continuous income stream. Excess cash is invested in short-term U.S. Treasuries and other cash equivalents and utilized as collateral to maintain the Fund’s options positions. There can be no assurance that the Fund will achieve its investment objective. Lattice has broad discretion to employ any trading or investment techniques, whether or not contemplated by the expected investment strategies and criteria described above. Please refer to the Fund’s Offering Documents for additional information. Dynamic Opportunity Fund, LP As of April 1, 2019, the Dynamic Overseas Fund changed its name to the Dynamic Opportunity Fund (“DOF” or the “Fund”) and revised its strategy. The Fund invests primarily in options on exchange traded funds (“ETFs”), U.S. Treasuries and other cash equivalents (e.g., money market funds). The Fund’s options positions comprise covered and uncovered puts and calls, and over-the-counter options. In addition, DOF may opportunistically place covered calls on individual equity securities held by the Fund and may sell puts against securities Lattice seeks to acquire on the Fund’s behalf. Although the Fund currently implements its strategy primarily by investing in the aforementioned securities, it may implement its strategy by investing directly in other securities, such as equity and fixed income securities, rather than indirectly through options. In addition, the Fund may invest in derivative instruments, engage in short selling, hedging, margin trading and other investment strategies. DOF’s investment objective is to strategically capture premium in options and take advantage of volatility across the spectrum of market conditions to generate alpha. There can be no assurance that the Fund will achieve its investment objective. Lattice has broad discretion to employ any trading or investment techniques, whether or not contemplated by the expected investment strategies and criteria described above. Please refer to the Fund’s Private Placement Memorandum, Limited Partnership Agreement, and Subscription Documents (the “Offering Documents”) for additional information.
C. Types of Investments
The Funds invest primarily in options (including covered and uncovered puts and calls, and over-the-counter options) on exchange traded funds (“ETFs”), U.S. Treasuries and other cash equivalents (e.g., money market funds). In addition, DOF may place covered calls on individual equity securities held by the Fund. However, in general, the Funds have no limits regarding the use of any investment strategy or types of investments to achieve their investment goals and objectives and may invest in equity securities, both exchange-listed and over the counter, securities of foreign issuers, and fixed income instruments. Please refer to each Fund’s Offering Documents for additional information about the types of investments the Funds are authorized to make.
D. Wrap Fee Programs.
Lattice does not participate in any wrap fee programs.
E. Assets Under Management
As of December 31, 2019, Lattice managed the following assets:
Assets Under Management
Discretionary Assets $289,130,066 Non-Discretionary Assets $0 Total $289,130,066 Clients may request more current information at any time by contacting Lattice. please register to get more info

The following paragraphs detail the fee structure and compensation methodology for services Lattice provides to the Lattice Funds.
A. Fees for Advisory Services
The typical management fee is described below and is in addition to the special profit allocation fee paid to Lattice, and the performance fee paid to the Funds’ portfolio manager. The special profit allocation fee is subject to a “high water mark” and is only charged to accounts of those investors who are “qualified clients,” as defined by Rule 205-3 of the Investment Advisers Act of 1940, as amended. The special profit allocation and performance-based fees are described in more detail in Item 6 below. Dynamic Alpha Fund, LP DAF’s management fee is 1% per year payable quarterly in advance based on the net asset value of each limited partner’s capital account on the first day of the fiscal quarter. In addition, DAF charges a 10% special profit allocation fee as well as a 7% performance fee payable to the Fund’s portfolio manager. Dynamic Opportunity Fund, LP DOF’s management fee is 1% per year payable quarterly in advance based on the net asset value of each limited partner’s capital account on the first day of the fiscal quarter. In addition, the DOF charges a10% special profit allocation fee, subject to a high-water mark as described in Item 6 below. The Funds’ management fees, special profit allocation fee, and performance fee, where applicable, are subject to waiver or reduction with respect to some or all the Funds’ investors in Lattice’s sole discretion, as described in each Fund’s Offering Documents..
B. Fee Billing
The Funds’ third-party administrator calculates the investment management fee and the fee is deducted from the limited partner’s capital account. Lattice sends an invoice to the Funds’ custodian indicating the amount of the fees to be deducted at the beginning of each calendar quarter. Please see Item 12 – Brokerage Practices for more information regarding custody and brokerage practices. The 10% special profit allocation fee payable to Lattice and the 7% performance fee payable to the portfolio manager are calculated at the end of each year and deducted from a limited partner’s capital account by the Funds’ custodian. Lattice receives the special profit allocation only to the extent that there are cumulative gains since the last calculation for each limited partners’ capital account at the end of each year. Please see Item 6 - Performance-Based Fees and Side-By-Side Management for more information regarding Performance Fees.
C. Other Fees and Expenses
The Funds bear all costs of organization and operation, including costs of its investment program (such as brokerage, banking and custody charges, interest, taxes, telecommunications and postage), professional fees of its auditors and attorneys for the General Partner. The Funds also pay the fees and expenses charged by the Administrator for its accounting, bookkeeping, and administrative services. The amount and nature of these expenses is based on the service provider’s fee schedule(s) at the provider’s sole discretion. These expenses are separate and distinct from any fees charged by Lattice. When Lattice invests the Funds in ETFs, or similar such vehicles, there are fees and expenses associated with such investments which are built into their net asset value. These fees and expenses are described in the vehicles’ prospectus or similar such document and they are separate and distinct from the Lattice Funds’ fees and expenses.
D. Advance Payment of Fees and Termination
Withdrawal of Capital - DAF Investors in the Fund (each a “Limited Partner’) may withdraw all or part of their capital account balance on at least 45 days’ advance notice, as of the last day of any fiscal quarter. In all cases the amount of any partial withdrawal must be at least $50,000 and must not reduce that Limited Partner’s capital account balance below the lesser of $1,000,000 and the amount of that Limited Partner’s initial subscription. The General Partner, in its sole discretion may waive these withdrawal restrictions for any Limited Partner. Any amount withdrawn by a Limited Partner is reduced by the special profit allocation payable to the General Partner on the withdrawal date with respect to the amount withdrawn. If a Limited Partner makes a withdrawal, subject to the limitation on payments related to Illiquid Securities described below, the Fund pays the withdrawing Limited Partner, within 10 days after the effective date of the withdrawal, an amount equal to the lesser of the amount to be withdrawn and 95% of the General Partner’s estimate of the balance of that Limited Partner’s capital account as of the effective date of withdrawal. As soon as the General Partner determines that it is reasonably practicable after the Fund receives the Fund’s financial statements for the fiscal year in which the withdrawal occurs, the Fund pays the balance, if any, of the amount withdrawn (such balance does not bear interest and is not considered to be invested in the Fund). The General Partner, in its sole discretion, may permit exceptions to the foregoing withdrawal restrictions and procedures. Withdrawal of Capital - DOF A Limited Partner may withdraw all or part of their capital account balance on at least 45 days’ advance notice, as of the last day of any fiscal quarter. In all cases the amount of any partial withdrawal must be at least $50,000 and must not reduce that Limited Partner’s capital account balance below the lesser of $1,000,000 and the amount of that Limited Partner’s initial subscription. The General Partner, in its sole discretion, may waive these withdrawal restrictions for any Limited Partner. Any amount withdrawn by a Limited Partner is reduced by the special profit allocation payable to the General Partner on the withdrawal date with respect to the amount withdrawn. The Underlying Fund Allocation Date shall be each date the Partnership makes a subscription to the Funds (each subscription, an “Underlying Fund Allocation”), and which Underlying Fund Allocation is comprised of any portion of the Limited Partner’s Capital Account (such portion, “Allocated Capital Contribution”). In all cases the amount of any partial withdrawal must be at least $50,000 and must not reduce that Limited Partner’s Capital Account balance below the lesser of $1,000,000 and the amount of that Limited Partner’s initial subscription to the Partnership. The General Partner may waive these withdrawal restrictions for any Limited Partner. If a Limited Partner makes a withdrawal, subject to the limitation on payments related to Illiquid Securities described below, the Partnership pays the withdrawing Limited Partner, within 10 days after the effective date of the withdrawal, an amount equal to the lesser of the amount to be withdrawn and 95% of the General Partner’s estimate of the balance of that Limited Partner’s Capital Account as of the effective date of withdrawal. As soon as the General Partner determines that it is reasonably practicable after the Partnership receives the Partnership’s financial statements for the Fiscal Year in which the withdrawal occurs, the Partnership pays the balance, if any, of the amount withdrawn (such balance does not bear interest and is not considered to be invested in the Partnership). The General Partner, in its sole discretion, may permit exceptions to the foregoing withdrawal restrictions and procedures.
E. Compensation for Sales of Securities
Lattice does not buy or sell securities and does not receive any compensation for securities transactions in any Client account, other than the investment advisory fees noted above. please register to get more info

As General Partner, Lattice is entitled to a special profit allocation Fee as described below. Dynamic Alpha Fund also pay a 7% performance fee to the Fund’s portfolio manager. Dynamic Opportunity Fund does not pay a performance fee to the Fund’s portfolio manager. The Performance Fees are calculated based on the net gains as described below. Dynamic Opportunity Fund, LP
• The General Partner receives a Special Profit Allocation with respect to each Limited Partner of 10% o of the amount by which the Profits (including realized and unrealized gains and losses) of the Partnership otherwise allocable to that Limited Partner in the applicable measurement period exceed that Limited Partner’s Unrecouped Losses. “Unrecouped Losses” of a Limited Partner are all Losses allocated to that Limited Partner in a Fiscal Year reduced (but not below zero) by all Profits subsequently allocated to that Limited Partner in that Fiscal Year or in any subsequent Fiscal Year. This is what is sometimes referred to as a “high water mark.” o The Special Profit Allocation is made with respect to each Limited Partner at the end of each Fiscal Year (and on withdrawal of funds by or distribution of funds to a Limited Partner during a Fiscal Year). o The General Partner may waive or reduce the Special Profit Allocation for any Limited Partner. o The General Partner does not intend to distribute to the Limited Partners any of the Partnership’s cash (other than on withdrawal or expulsion as provided in the Agreement), but intends to reinvest substantially all income and gain allocable to the Limited Partners On dissolution of the Partnership, after provision for all other debts and liabilities of the Partnership (including those to Partners and reserves), the remaining assets will be distributed to the Partners in cash or in kind or a combination thereof. Such distributions will be made in proportion to and to the extent of their Capital Account balances. Dynamic Alpha Fund, LP
• 10% per year as a Special Profit Allocation
• 7% per year as a performance fee paid to the Portfolio Manager
• The above percentages are based on the amount by which the Profits (including realized and unrealized gains and losses) of the Partnership otherwise allocable to that Limited Partner in the applicable measurement period exceed that Limited Partner’s Unrecouped Losses. o “Unrecouped Losses” of a Limited Partner are all Losses allocated to that Limited Partner in a Fiscal Year reduced (but not below zero) by all Profits subsequently allocated to that Limited Partner in that Fiscal Year or in any subsequent Fiscal Year. (“high water mark”). o Allocations are made at the end of each Fiscal Year (and on withdrawal of funds by or distribution of funds to a Limited Partner during a Fiscal Year).
• Lattice, as General Partner, receives the 10% Special Profit Allocation and the Portfolio Manager receives the 7% performance fee. Lattice may receive a performance fee based upon any gains obtained in the accounts of “qualified clients” pursuant to the terms an investment advisory agreement. Only qualified clients with either $1,000,000 under management with the Advisor or a net worth of $2,100,000 will be charged a performance fee. Lattice may waive or reduce the Performance Fee for any Limited Partner in any of the above Funds. Who is a “Qualified Client”? The Investment Advisers Act of 1940 (the “Advisers Act”), Rule 205-3(d)(1) defines a “Qualified Client” who is financially sophisticated and meets one or more of the following conditions: o Client is a natural person who, or a company that, immediately after entering into the contract has at least $1,000,000 under the management of the Advisor; o Client is a natural person who, or a company that, immediately prior to entering into the contract has a net worth (together, in the case of a natural person, with assets held jointly with a spouse) of more than $2,100,000 at the time the contract is entered into. please register to get more info

Lattice provides investment advisory services to pooled investment vehicles operated as exempt investment pools under the Investment Company Act of 1940, as amended. As noted above, each investor in the Funds generally must be an “accredited investor” (as defined in Regulation D under the federal Securities Act of 1933) and a “qualified client” (as provided in Rule 205- 3(a) under the Investment Adviser’s Act of 1940, as amended). Generally, an individual is an accredited investor if he or she (i) has a net worth in excess of $1,000,000 excluding the value of the individual’s primary residence and any indebtedness secured by such residence up to its fair market value (indebtedness secured by such residence in excess of the fair market value of such residence, and any increase in the amount of such indebtedness within 60 days before the Interest is purchased, other than an increase as a result of the acquisition of the residence, shall be included as a liability) or (ii) had an individual income in excess of $200,000 (or joint income with his or her spouse in excess of $300,000) in each of the preceding two years and has a reasonable expectation of reaching the same level of income in the current year. Generally, qualified clients are persons that have either at least $1,000,000 under management of the Advisor or have a net worth at the time of investing in excess of $2,100,000. Each investor must also make representations concerning its sophistication as an investor and its ability to bear the risk of loss of its entire investment. The minimum initial investment is $1,000,000, although Lattice may waive this minimum in its discretion. please register to get more info

The Funds’ investment strategies are described in Item 4.B., above, as well as each Fund’s Offering Documents. Depending on the nature of the strategy, Lattice may employ:
• Long/Short equity: Invests long to potentially capitalize on equity price appreciation and invests short to hedge and/or produce returns from prices decreasing. Managers generally rely on bottom up analysis and stock picking abilities.
• Emerging Markets Multi-Strategy: Invests in securities traded in developing economies with higher risk/reward profile and invests in both long and short positions in multiple assets classes.
• Global Macro: Flexible, top down investment approach which seeks opportunities regardless of borders or asset class.
• Event Driven: Invests in equity and corporate debt, with focus on event driven arbitrage, turnaround, and special situations.
• Option: writing, including covered options, uncovered options or spreading strategies
• Managed Futures: Take both long and short positions in futures contracts in multiple markets and asset classes using multiple trading disciplines. Lattice uses the following types of investment analysis: Fundamental analysis: A method of evaluating a security that entails attempting to measure its intrinsic value by examining related economic, financial and other qualitative and quantitative factors, and Technical analysis: A method of evaluating securities by analyzing statistics generated by market activity, such as past prices and volume. Technical analysts do not attempt to measure a security’s intrinsic value, but instead use charts and other tools to identify patterns that can suggest future activity The main sources of information used by Lattice include:
• Bloomberg
• Financial newspapers and magazines
• Research materials prepared by others
• Corporate rating services
• Annual reports, prospectuses, filings with the SEC
• Company press releases
Risk Factors
Note: All investments involve the risk of loss, including (among other things) loss of principal, a reduction in earnings (including interest, dividends and other distributions), and the loss of future earnings. These risks include market risk, interest rate risk, issuer risk, and general economic risk. Although Lattice advises assets in a manner consistent with risk tolerances, there can be no guarantee that our efforts will be successful. The investor should be prepared to bear the risk of loss.
Market Risks
Competition. The securities industry and the varied strategies and techniques to be engaged in by the Advisor are extremely competitive and each involves a degree of risk. Lattice will compete with firms, including many of the larger securities and investment banking firms, which have substantially greater financial resources and research staffs. Market Volatility. Lattice’s profitability substantially depends upon it correctly assessing the future price movements of stocks, bonds, options on stocks, and other securities and the movements of interest rates. Lattice cannot guarantee that it will be successful in accurately predicting price and interest rate movements. Advisor’s Investment Activities. Lattice’s investment activities involve a significant degree of risk. The performance of any investment is subject to numerous factors which are neither within the control of nor predictable by the Advisor. Such factors include a wide range of economic, political, competitive, technological and other conditions (including acts of terrorism and war) that may affect investments in general or specific industries or companies. The securities markets may be volatile, which may adversely affect the ability of the Advisor to realize profits. Material Non-Public Information. By reason of their responsibilities in connection with other activities of the Advisor and/or its affiliates, certain principals or employees of the Advisor and/or its affiliates may acquire confidential or material non-public information or be restricted from initiating transactions in certain securities. The Advisor will not be free to act upon any such information. Due to these restrictions, the Advisor may not be able to initiate a transaction that it otherwise might have initiated and may not be able to sell an investment that it otherwise might have sold. Accuracy of Public Information. Lattice selects investments, in part, on the basis of information and data filed by issuers with various government regulators or made directly available to Lattice by the issuers or through sources other than the issuers. Although Lattice evaluates all such information and data and sometimes seeks independent corroboration when it’s considered appropriate and reasonably available, Lattice is not in a position to confirm the completeness, genuineness or accuracy of such information and data, and in some cases, complete and accurate information is not available. Investments in Undervalued Securities. Lattice intends to invest in undervalued securities. The identification of investment opportunities in undervalued securities is a difficult task, and there are no assurances that such opportunities will be successfully recognized or acquired. While investments in undervalued securities offer the opportunities for above-average capital appreciation, these investments involve a high degree of financial risk and can result in substantial losses. Returns generated from Lattice’s investments may not adequately compensate for the business and financial risks assumed.
Investment Risks
The Lattice Funds invest substantially all of their available capital (other than capital the General Partner retains in cash or cash equivalents) principally in securities, engages in short sales of securities and trades in options (including covered and uncovered puts and calls and over-the-counter options) and other derivative instruments, private securities and money market instruments. Markets for such instruments fluctuate and the market value of any particular investment may vary substantially. In addition, such securities may be issued by unseasoned companies and may be highly speculative. The Fund’s portfolio may not generate any income or appreciate in value. Portfolio Turnover. The investment strategy of the Lattice Funds may require active trading of the Lattice Funds’ portfolio, and as a result, turnover and brokerage commission expenses may significantly exceed those of other investment entities of comparable size. Small Cap Companies. The Lattice Funds may invest a portion of its assets in the stocks of companies with small market capitalizations. While Lattice believes these investments often provide significant potential for a p p r e c i a t i o n , those stocks involve higher risks in some respects than do investments in stocks of larger companies. For example, prices of such stocks are often more volatile than prices of large- capitalization stocks. In addition, due to thin trading in some such stocks, an investment in these stocks may be more illiquid than that of larger capitalization stocks. Lack of Diversification. The Lattice Funds’ portfolios may not be widely diversified among sectors, industries, geographic areas or types of securities. Further, the Lattice Funds’ portfolios may not necessarily be diversified among a wide range of issuers. Accordingly, the portfolios may be subject to more rapid change in value than would be the case if the Investment Vehicles were required to maintain a wide diversification among companies or industry groups. Short-Sales. Lattice may sell securities short. Short sales can, in certain circumstances, substantially increase the impact of adverse price movements on the Lattice Funds’ portfolios. A short sale involves the risk of a theoretically unlimited increase in the market price of the particular investment sold short, which could result in an inability to cover the short position and a theoretically unlimited loss. There can be no assurance that securities necessary to cover a short position will be available for purchase. Options and Other Derivative Instruments. Lattice may invest, from time to time, in options and other derivative instruments, including, but not limited to, the buying and selling of puts and calls on some of the securities held by Lattice. The prices of many derivative instruments, including many options and swaps, are highly volatile. The values of options and swap agreements depend primarily upon the price of the securities, indexes, commodities, currencies or other instruments u n d e r l y i n g them. Price movements of options contracts and payments pursuant to swap agreements are also influenced by, among other things, interest rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs and policies of governments, and national and international political and economic events and policies. Options on highly volatile securities, currencies or other assets may be more expensive than options on other investments. Hedging Transactions. Investments in financial instruments such as forward contracts, options, commodities and interest rate swaps, caps and floors, other derivatives, and other investment techniques are commonly u t i l i z e d by investment funds to hedge against fluctuations in the relative values of its portfolio positions as a result of changes in currency exchange rates, interest rates and/or the equity markets or sectors thereof. Any hedging against a decline in the value of portfolio positions does not eliminate fluctuations in the values of portfolio positions or prevent losses if the values of such positions decline, but establishes other positions designed to gain from those same developments, thus moderating the decline in the portfolio positions’ value. Such hedging transactions also limit the opportunity for gain if the value of the portfolio positions should increase. The Advisor is not obligated to establish hedges for portfolio positions and may not do so. Leverage. The Lattice Funds may use leverage by engaging in short sales, entering into swaps, reverse repurchase agreements, lending portfolio securities, entering into futures contracts or forward currency contracts, investing in inverse floaters, entering into short sales, the use of portfolio leverage or margin engaging in forward commitment transactions, which may magnify the strategy’s gains, losses and volatility. In addition, the use of leverage requires the pledging of assets as collateral. Margin calls or changes in margin requirements can cause the Lattice Funds to be required to pledge additional collateral or liquidate the Lattice Funds’ holdings, which could require the Lattice Funds to securities at substantial losses that would not otherwise be realized. Because many derivatives have a leverage component, adverse changes in the value or level of the underlying asset, reference rate or index can result in a loss substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment. Market or Interest Rate Risk. The price of most fixed income securities move in the opposite direction of the change in interest rates. For example, as interest rates rise, the price of fixed income securities falls. If the Advisor holds a fixed income security to maturity, the change in its price before maturity may have little impact on the Advisor’s performance; however, if the Advisor has to sell t h e fixed income security before the maturity date, an increase in interest rates could result in a loss to the Advisor. Fixed Income Call Option Risk. Many bonds, including agency, corporate and municipal bonds, and all mortgage- backed securities, contain a provision that allows the issuer to “call” all or part of the issue before the bond’s maturity date. The issuer usually retains this right to refinance the bond in the future if market interest rates decline below the coupon rate. There are three disadvantages to t h e call provision. First, the cash flow pattern of a callable bond is not known with certainty. Second, because the issuer will call the bonds when interest rates have dropped, the Advisor is exposed to reinvestment rate risk – the Advisor will have to reinvest the proceeds received when the bond is called at lower interest rates. Finally, the capital appreciation potential of a bond will be reduced because the price of a callable bond may not rise much above the price at which the issuer may call the bond. Inflation Risk. Inflation risk results from the variation in the value of cash flows from a security due to inflation, as measured in terms of purchasing power. For example, if the Advisor purchases a 5-year bond in which it can realize a coupon rate of 5%, but the rate of inflation is 6%, then the purchasing p o w e r of the cash flow has declined. For all but inflation-linked bonds, adjustable bonds or floating rate bonds, the Advisor is exposed to inflation risk because the interest rate the issuer promises to make is fixed for the life of the security. Investments in Non-U.S. Investments. From time to time, the Advisor may invest and trade a portion of its assets in non-U.S. s e c u r i t i e s and other assets (through ADRs and otherwise), which will give rise to risks relating to political, social and economic developments abroad, as well as risks resulting from the differences between the regulations to which U.S. and foreign issuers and markets are subject. Such risks may include:
• Political or social instability, the seizure by foreign governments of company assets, acts of war or terrorism, withholding taxes on dividends and interest, high or confiscatory tax levels, and limitations on the use or transfer of portfolio assets.
• Enforcing legal rights in some foreign countries is difficult, costly and slow, and there are sometimes special problems enforcing claims against foreign governments.
• Foreign securities and other assets often trade in currencies other than the U.S. dollar, and the Advisor may directly hold foreign currencies and purchase and sell foreign currencies through forward exchange contracts. Changes in currency exchange rates will affect the Advisor’s net asset value, the value of dividends and interest earned, and gains and losses realized on the sale of investments. An increase in the strength of the U.S. dollar relative to these other currencies may cause the value of the Advisor’s investments to decline. Some foreign currencies are particularly volatile. Foreign governments may intervene in the currency markets, causing a decline in value or liquidity of the Advisor’s foreign currency holdings. If the Advisor enters into forward foreign currency exchange contracts for hedging purposes, it may lose the benefits of advantageous changes in exchange rates. On the other hand, if the Advisor enters forward contracts for the purpose of increasing return, it may sustain losses.
• Non-U.S. securities, commodities and other markets may be less liquid, more volatile and less closely supervised by the government than in the United States. Foreign countries often lack uniform accounting, auditing and financial reporting standards, and there may be less public information about the operations of issuers in such markets. Risk of Default or Bankruptcy of Third Parties. The Advisor may engage in transactions in securities, commodities, other financial instruments and other assets that involve counterparties. Under c e r t a i n conditions, the Advisor could suffer losses if a counterparty to a transaction were to default or if the market for certain securities, commodities, other financial instruments and/or other assets were to become illiquid.
Regulatory Risks
Strategy Restrictions. Certain institutions may be restricted from directly utilizing investment strategies of the type in which the Advisor may engage. Such institutions, including entities subject to ERISA, should c o n s u l t their own advisors, counsel and accountants to determine what restrictions may apply and whether an investment in the Advisor is appropriate. Trading Limitations. For all securities, instruments and/or assets listed on an exchange, including options listed on a public exchange, the exchange generally has the right to suspend or limit trading under certain c i r c u m s t a n c e s . Such suspensions or limits could render certain strategies difficult to complete or continue and subject the Advisor to loss. Also, such a suspension could render it impossible for the Advisor to liquidate positions and thereby expose the Advisor to potential losses. Conflicts of Interest: In the administration of Client accounts, portfolios and financial reporting, the Advisor faces inherent conflicts of interest, which are described in this brochure. Generally, the Advisor mitigates these conflicts through its Code of Ethics, which provides that the Client’s interest is always h e l d above that of the Advisor and its associated persons. Supervision of Trading Operations. The Advisor, with assistance from its brokerage and clearing firms, intends to supervise and monitor trading activity in the portfolio accounts to ensure compliance with firm and Client objectives. Despite the Advisor’s efforts, however, there is a risk that unauthorized or o t h e r w i s e inappropriate trading activity may occur in portfolio accounts. Depending on the nature of the investment management service selected by a Client and the securities used to implement the investment strategy, Clients will be exposed to risks that are specific to the securities in their p a r t i c u l a r investment portfolio. Reliance on Management and Key Personnel. Investors have no right or power to take part in the management of Lattice. Accordingly, no investor should invest in the Lattice Funds unless such investor is willing to entrust all a s p e c t s of management to Lattice. The investment performance of the Lattice Funds depends largely on the skill of key personnel of Lattice, including, in particular, its sub advisors. If key personnel were to leave Lattice, it might not be able to find equally desirable replacements and the performance of the Lattice Funds could, as a result, be adversely affected.
Security Specific Risks
Note: Investment strategies that we offer invest in a variety of securities and employ a number of investment techniques that involve certain risks. Long and short positions in futures, forward contracts, options on futures, exchange-traded options, over the counter options, and swaps may be used to hedge, to obtain exposure, to facilitate trading, to provide liquidity for cash flows, to manage interest rate risk, or for other purposes that facilitate meeting the objectives of the strategy. Investing in securities and certain derivatives involves risk of loss that you should be prepared to endure. Liquidity. Liquidity is the ability to readily convert an investment into cash. Securities where there is a ready market that is traded through an exchange are generally more liquid. Securities traded over the counter or that do not have a ready market or are thinly traded are less liquid and may face material discounts in price level in a liquidation situation. The Lattice Funds may invest in thinly traded and relatively illiquid securities or those securities may not be traded at the time the Lattice Funds invest or may cease to be traded after the Lattice Funds invest. The Lattice Funds also may acquire significant positions in some securities. In such cases and in the event of extreme market activity, the Lattice Funds may not be able to liquidate its investments promptly if necessary. In addition, the Lattice Funds’ sales of thinly traded securities could depress the market value of those securities and thereby reduce the Lattice Funds’ profitability or increase its losses. Such circumstances or events could affect the Lattice Funds’ gain or loss materially and adversely. Liquidity risk also exists when a particular derivative instrument is difficult to purchase or sell. If a derivative transaction is particularly large or if the relevant market is illiquid (as is the case with many privately negotiated derivatives), it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price. The secondary market for certain municipal bonds tends to be less well developed or liquid than many other securities markets, which may adversely affect the strategy’s ability to sell such municipal bonds at attractive prices. Trading limits (such as “daily price fluctuation limits” or “speculative position limits”) on futures trading imposed by regulators and exchanges could prevent the prompt liquidation of unfavorable futures positions and result in substantial losses. In addition, the ability to execute futures contract trades at favorable prices if trading volume in such contracts is low may be limited. It is also possible that an exchange or a regulator may suspend trading in a particular contract, order immediate liquidation and settlement of a particular contract or order that trading in a particular contract be conducted for liquidation only. Therefore, in some cases, the execution of trades to invest or divest cash flows may be postponed which could adversely affect the withdrawal of assets and/or performance. Currency. Overseas investments are subject to fluctuations in the value of the dollar against the currency of the investment’s originating country. This is also referred to as exchange rate risk. Lack of Registration. Lattice Funds or LP interests have neither been registered under the Securities Act nor under the securities or “blue sky” laws of any state and, therefore, are subject to transfer restrictions. Withdrawal of Capital. The ability to withdraw funds from the Lattice Funds or LP interests is usually restricted in accordance with the withdrawal provisions contained in an Offering Memorandum. In addition, substantial withdrawals by investors within a short period of time could require a fund to liquidate securities positions and other investments more rapidly than would otherwise be desirable, possibly reducing the value of the fund’s assets and/or disrupting the fund’s investment strategy. please register to get more info

There are no legal, regulatory or disciplinary events involving Lattice or any of its employees required to be disclosed. Lattice 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 with whom you partner. Our backgrounds are on the Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov by searching for our firm name or by our CRD# 141860. please register to get more info

Lattice is not registered, nor does it have an application pending to register, as a broker-dealer, futures commission merchant, commodity pool operator, commodity trading advisor. Fariba Ronnasi, Lattice’s Chief Investment Officer as well as President and Chief Investment Officer of Elite Wealth Management, Inc. (“Elite”) an affiliated SEC-registered investment adviser. Lattice shares office space and employees with Elite, which may at times create conflicts of interest and limit investment activities. Clients of Elite may receive recommendations to allocate a portion of their assets to the investment management services provided by Lattice. This may cause a conflict of interest in recommending Lattice. Clients of Elite are under no obligation to accept a recommendation to engage the services of Lattice. Ali Dadgar (the spouse of Ms. Ronnasi), Managing Member of the General Partner of Lattice, also serves as President and Chief Executive Officer of Elite Accounting and Financial Service, Inc. (“Elite Accounting”), an accounting firm with emphasis on investment and tax strategies for high net worth individuals, family offices and small to medium sized businesses. Mr. Dadgar is the owner of Elite Accounting. Mr. Dadgar also serves as Partner of Elite Accounting and Financial Services Seattle (“Elite Accounting Seattle”), also an accounting firm with emphasis on tax strategies for high net worth individuals, family offices and small to medium size businesses. Mr. Dadgar is 50% owner of Elite Accounting Seattle. Lattice may engage Elite Accounting and/or Elite Accounting Seattle for various accounting and bookkeeping services. The common ownership may cause a conflict of interest in recommending Elite Accounting and/or Elite Accounting Seattle. These and other persons associated with the General Partner or an Investment Manager have fiduciary duties both to the Partnership and to the Clients of the other investment firms with which they are associated. Their multiple roles may create conflicts of interest in selecting, negotiating and administering investments for the Partnerships and the other firms’ Clients. These persons may give different or conflicting advice to the Partnerships and the Clients of the other firms, depending on each Client’s investment considerations. They may be subject to compliance policies and trading restrictions imposed by those other firms that may have the effect of restricting their investment activities and the investment activities of the Partnership. The General Partner or an Investment Manager may not be able to buy or sell certain Securities at certain times, or take other action that might benefit the Partnership, because of confidential information they acquire or other trading limitations or compliance obligations they incur in connection with their other activities and those of their Affiliates. The General Partner and the Investment Managers may have conflicts of interest over the amount of time they devote to the Partnership and the amount of time they and their Affiliates and principals devote to the other firms with which they are associated and their other accounts. please register to get more info

A. Code of Ethics
Lattice recognizes and believes that (i) high ethical standards are essential for its success and to maintain the confidence of its Clients; (ii) its long-term business interests are best served by adherence to the principle that the interests of Clients come first; and (iii) it has a fiduciary duty to its Clients to act in their best interests. Lattice has implemented a Code of Ethics (the “Code”) that defines our fiduciary commitment to each Client. The Code applies to all persons associated with Lattice (our “Supervised Persons”).
B. Personal Trading with Material Interest
From time-to-time the interests of the Supervised Persons of Lattice may coincide with those of a Client. Individual investments may be purchased, held or sold by a Supervised Person that is also recommended to or held by the Lattice Funds. If potential insider information is inadvertently provided or learned by a Supervised Persons, it is the policy of Lattice to strictly prohibit its use.
C. Personal Trading in Same Securities as Clients
As noted above, Lattice has adopted a Code of Ethics governing personal trading by its Supervised Persons. Among other requirements, the Code requires its Supervised Persons who have access to Client portfolio information or Lattice’s non-public securities recommendations to report their personal securities transactions and holdings to Lattice, and Lattice is required to review such reports. Supervised Persons are required to pre-clear their personal trades and the CCO, or designee, conducts a quarterly review of such trades. Lattice permits its Supervised Persons to buy, sell and hold the same securities that are also recommended to Client(s)/Fund(s). It is acknowledged and understood that Lattice performs or may perform investment management services for various Funds or accounts with varying investment goals and risk profiles. As such, the investment advice may differ between Clients/Fund(s). Lattice has no obligation to recommend for purchase or sale a security that Lattice or its Supervised Persons may purchase sell or hold. When a decision is made to liquidate a security from all applicable accounts, priority is given to the Funds’ orders before those of a Supervised Person. As stated above, Lattice has procedures in place for dealing with insider trading, employee related accounts, “front running” and other issues that may present a potential conflict when such purchase, sales or recommendations are made. In general, these policies and procedures are intended to eliminate, to the extent possible, the adverse effect on Clients of any potential conflicts of interest.
D. Personal Trading at Same Time as Client
While Lattice allows our Supervised Persons to purchase or sell the same securities that may be recommended to and purchased on behalf of Clients, such trades are typically aggregated with Client orders or traded afterwards. please register to get more info

A. Brokerage Discretion
Lattice, as General Partner for the Funds, has the authority to determine the use of a particular custodian and/or broker-dealer. Lattice has complete discretion over the selection of the broker and, with respect to agency trades, the corresponding brokerage commission schedules.
B. Order Aggregation
Lattice may purchase and/or sell the same security for many various accounts under its management. When possible, Lattice may also aggregate the same transaction in the same securities for Funds for which Lattice has brokerage discretion. Funds in aggregated transactions each receive the same price per unit, although a particular Fund may pay differing brokerage commissions depending upon the nature of the directed brokerage arrangement, if any. If more than one price is paid for securities in an aggregated transaction, Funds in the aggregated transaction will receive the average price paid for the block of securities in the same aggregated transaction for the day. If Lattice is unable to fill an aggregated transaction completely, but receives a partial fill of the aggregated transaction, Lattice will allocate the filled portion of the transaction to Funds based on a pro-rata allocation.
C. Best Execution
The criteria for the recommendation or selection of a broker/dealer includes reasonableness of commissions, and other costs of trading, ability to facilitate trades computer trading support, clearance, settlement, reputation, financial strength and stability, efficiency of execution and error resolution, special execution capabilities, block trading and block positioning capabilities, willingness to execute related or unrelated difficult transactions in the future, order of call, computer trading systems, the availability of stocks to borrow for short trades, custody, recordkeeping and similar services, and other matters involved in the receipt of brokerage services generally. These factors will be reviewed, at least annually as part of Lattice’s duty to seek best execution.
D. Soft Dollar Arrangements
Lattice has not entered into any third-party soft dollar arrangements.
E. Trade Errors
If Lattice makes an error in the course of implementing an investment decision, Lattice will correct the error promptly upon discovery and in a way that seeks to mitigate any losses. As disclosed in the Private Placement Memoranda for the Lattice Funds, the cost of errors is borne by the Funds unless the error is a result of bad faith, negligence, or willful misconduct by Lattice. Such determination is the responsibility of the Chief Compliance Officer. Lattice is responsible for its own errors and not the errors of other third parties, including broker-dealers and custodians. To the extent that Lattice can demonstrate that a broker-dealer was partly or entirely responsible for a trade error, Lattice will ask that broker-dealer to bear part or all of the cost of the error, but there is no guarantee that the third party will agree to bear such cost, in which case the cost is borne by the Funds. please register to get more info

Lattice has retained Liccar & Co. to serve as the administrator for the Lattice Funds (the “Fund Administrator”). Among other things, the Fund Administrator provides daily accounting and monthly statement services. As agreed upon in the Master Services Agreement between Lattice and Liccar & Co, investor statements will be prepared and delivered on a monthly basis. The monthly investor statements include the investor’s beginning equity, capital additions, capital redemptions, profits/losses, ending equity, and rate of return. The Fund and investor accounts are regularly reviewed by the Portfolio Manager. Spicer Jeffries & Co. has been retained as an independent auditor for the Funds, providing an annual year-end audit and investor K1s. please register to get more info

A. Compensation Received by Lattice
Lattice is a fee-only advisory firm, who, in all circumstances, is compensated solely by the Lattice Funds. Lattice does not receive commissions or other compensation from product sponsors, broker-dealers or any un-related third party.
B. Client Referrals from Solicitors
From time to time, Lattice may enter into written agreements with certain individuals and entities who will act as placement agents for the Lattice Funds. Placements Agents must enter into a written agreement with Lattice and will receive compensation for investors they introduced to the Lattice Funds. Any marketing fee or commission in connection with any investor referral activities, including ongoing payments, will be borne by Lattice and not by the Lattice Funds or the referred investor. Any third parties receiving compensation for such referrals will be properly registered with an appropriate securities regulator or exempt from such registration. please register to get more info

As the General Partner of the Lattice Funds, Lattice is deemed to have custody of the Funds’ assets. Advisors with custody of Client funds and securities must maintain them with “Qualified Custodians”. “Qualified Custodians” include banks and savings associations and registered broker-dealers. Lattice currently uses Jefferies, Inc. (“Jefferies”) as its prime broker for DAF a n d D O F . Jefferies clears through Jefferies LLC (“Jefferies”). Under this arrangement, Jefferies provides among other things, clearing, custodial and record keeping services. Annually, upon completion of the Funds’ annual audit, Lattice will distribute the audited financials along with copies of its Privacy Notice and ADV Part 2A to investors. please register to get more info

Lattice has exclusive and absolute discretion and authority in managing and controlling the investments and affairs of the Funds, subject only to specific and express limitations provided by the law notwithstanding the Agreement. Lattice has the unrestricted right, in its discretion, to select the Securities in which the Funds invest and to determine the amount of funds to be used for each purpose. Lattice may exercise this discretion and authority conditionally or unconditionally in varying or similar circumstances, within the constraints of its fiduciary duty to act in the best interest of the Fund(s). For example, Lattice may provide certain Limited Partners more frequent or more detailed reports of an investor’s portfolio holdings or performance, special fee and allocation arrangements and special withdrawal rights that it does not provide to other Limited Partners. please register to get more info

Lattice’s policy with respect to proxy voting is to vote all proxies on behalf of the beneficial investors in the Fund(s). Proxies will generally be voted according Jeffries’ recommendations but in all cases will be in the Fund(s) best interest. Lattice will seek to avoid any conflicts of interest by retaining documentation necessary to demonstrate the proxy votes are cast in the Fund(s) best interest and otherwise upholding Lattice’s fiduciary duty to the Fund(s) as Clients of the Advisor. Clients may obtain details regarding Lattice’s proxy voting history and policies by contacting Fariba Ronnasi, Lattice’s CIO, at (425) 828-4300 or by email at [email protected]. please register to get more info

Lattice does not require or solicit pre-payment of any type of Client fees six months or more in advance. Lattice has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to Clients and has not been the subject of a bankruptcy proceeding. please register to get more info