IMS Capital Management LLC

Item 5. Fees and Compensation
 Our Standard Fee Schedule is generally as follows:

                Total Assets Under Management Per Acct Annual Management
                                                       Fee
                $0 to $1,500,000                       1.00%
                $1,500,001 to $3,000,000               0.85%
                $3,000,001 to $5,000,000               0.75%
                $5,000,001 to $15,000,000              0.65%
                $15,000,001 to $25,000,000             0.50%

IMS Capital Management                Part 2A of Form ADV                          Pa ge |4

 The management fee schedule is used for the majority of accounts and the minimum
 account size is generally $250,000; however, both are negotiable, at our discretion. The
 minimum account size may be lower on various separate account turnkey platforms, where
 service and distribution are provided by a third party.

 Client agrees to pay a quarterly, semi-annual or annual fee to IMS for its services; the
 management fee can be deducted from the client’s account or billed directly to the client.
 Fees are based on the stated percentage of the total value of accounts under management.

 The management fee is calculated usually in one way. IMS shall determine the fair market
 value of assets held in the client’s account on a daily basis, multiply the average daily value
 for the prior month by the yearly management fee divided by twelve. The quarterly fee is
 then calculated by summing up the three trailing monthly fees. These calculations are done
 for fees paid in arrears.

 In the event a client closes or transfers out their account, the bill will be calculated on a
 prorated basis. Holdings in the IMS Funds are charged at the expense ratio for each fund
 and are not billed additionally by IMS at the fee schedule published above. The expense
 ratio is available in the IMS Fund’s prospectus.

 Management fees are not contingent upon investment results, usually. Fees are negotiable
 and may vary based on account size, type of investments, how active the account is, any
 specialized services requested, etc. IMS may provide financial planning and investment
 consultation services on an hourly basis, for a flat fee or on a retainer basis. IMS generally
 bills for these services at a rate of $90 per hour. Flat and retainer fees are determined by
 the number of hours that are anticipated for the project. Fees are agreed upon in advance
 and are based on the nature of the services to be performed.

 Other fees the client might incur include: (i) annual account fees or other administrative
 fees, such as wire fees, charged by your custodian or broker-dealer; (ii) underwriting or
 dealer concessions or related compensation in connection with securities acquired in
 underwritten offerings; (iii) certain odd lot differentials, transfer taxes, brokerage fees,
 transaction fees, transaction fees mandated by the Securities Exchange Act of 1934, postage
 and handling fees, and charges imposed by law with regard to transactions in the client’s
 account; and (iv) advisory fees and expenses of mutual funds (including money market
 funds), ETFs, closed-end investment companies or other managed investments, if any are
 held in client’s account.

 Dual Registration of Investment Advisor Representatives. On October 1, 2025, Pinnacle
 Wealth Advisors, LLC (“PWA”), an investment advisor registered with the Securities and
 Exchange Commission, acquired ownership of IMS. IMS is an affiliate of PWA by virtue of
 shared management and control. PWA intends to continue to operate IMS under its current
 SEC registration for an interim period while integrating IMS staff and migrating IMS clients
 to PWA. For purposes of client account administration and to ensure the orderly transition
 of client accounts from IMS, certain associated persons of PWA and IMS will be dually
 registered as investment advisor representatives of both firms. It is expected that such

IMS Capital Management                 Part 2A of Form ADV                           Pa ge |5

 dually registered persons will recommend that clients of IMS migrate their accounts to
 PWA in the future, as PWA and IMS seek to consolidate their respective investment
 advisory businesses over time. PWA does not expect to recommend that clients engage the
 services of IMS. The dual registration of our personnel is expected to terminate after the
 interim period.

 See also Item 10 of this Brochure regarding other financial industry activities and
 affiliations.

Item 7. Types of Clients
 IMS offers investment advice and wealth management services to; individuals, high net
 worth individuals, insurance companies, investment companies, pension and profit-
 sharing plans, trusts, estates, charitable organizations, corporations and other business
 entities. Account minimums start at $250,000 but are negotiable.