Form ADV Part 2A — Firm Brochure

Item 2. Material Changes

This Brochure is updated annually pursuant to Rule 204-1 under the Investment Advisers Act of 1940. Material changes since the last annual update on March 28, 2025 are summarized in our Form ADV cover page and on our Form ADV page.

Item 4. Advisory Business

InvestArt Advisers was formed in Delaware in 2019 and registered with the SEC in 2020. The principal owner is InvestArt Holdings, LLC. We provide discretionary investment advisory services exclusively to pooled investment vehicles organized as series limited liability companies (each, an "Issuer"), each of which holds title to a single work of fine art. As of December 31, 2025, regulatory assets under management ("RAUM") were approximately $1,212,000,000, all on a discretionary basis.

Item 5. Fees and Compensation

Management fee

An annual management fee equal to 1.50% of the equity value of each Issuer, payable in additional Class A membership interests (in-kind), accrued monthly and assessed annually. The fee is not negotiable.

Performance allocation

An affiliate of InvestArt Advisers serves as Administrator and is entitled to 20% of the net proceeds upon sale of the underlying artwork (the "Performance Allocation"), in compliance with Rule 205-3 under the Advisers Act and applicable "qualified client" requirements.

Other fees and expenses

Issuers also bear: brokerage fees paid to Dalmore Group, LLC; custody, storage, conservation, and insurance costs; transfer agent and escrow fees; audit, tax, and legal fees; SEC filing fees; and Trading Market connectivity fees. A complete schedule appears in each Offering Circular.

Item 6. Performance-Based Fees and Side-by-Side Management

The Performance Allocation creates an incentive for the Administrator to recommend riskier or longer-hold investments than would be the case absent such allocation. We mitigate this conflict through Investment Committee review, written valuation policies, and disclosure.

Item 7. Types of Clients

Our only clients are the Issuers. Investors in the Issuers may include retail investors qualified under Regulation A, Tier 2 (subject to the 10%-of-the-greater-of-income-or-net-worth investment limitation for non-accredited investors), accredited investors, and institutional investors.

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

We employ proprietary quantitative models and qualitative diligence applied to public auction data, private-sale comparables, exhibition and provenance research, condition reports, and authentication. Our acquisition committee approves fewer than 3% of artworks reviewed. Investing in fractional interests in artwork involves substantial risk, including the risk of total loss.

Principal risks

• Illiquidity and absence of a registered exchange listing.
• Single-asset concentration; physical loss, damage, or theft.
• Authentication and attribution disputes.
• Market risk and taste-cycle risk in the global art market.
• Operational risk at storage facilities and shipping carriers.
• Regulatory and tax risk, including the 28% federal "collectibles" rate under IRC §1(h)(4).

Item 9. Disciplinary Information

InvestArt Advisers and its management persons have no legal or disciplinary events material to a client's or prospective client's evaluation of our advisory business or the integrity of our management.

Item 10. Other Financial Industry Activities and Affiliations

We are affiliated with InvestArt, LLC (sponsor of the Issuers), InvestArt Vault, LLC (storage), and InvestArt Trading, LLC (technology platform supporting the Trading Market operated by North Capital Private Securities Corporation, member FINRA/SIPC). These affiliations create conflicts that are mitigated through written policies and disclosure.

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

We have adopted a Code of Ethics under Rule 204A-1 governing personal securities transactions, gifts and entertainment, outside business activities, and the safeguarding of material non-public information. A copy is available on request.

Item 12. Brokerage Practices

Securities transactions in Issuer interests are executed through Dalmore Group, LLC. We do not receive soft-dollar benefits and do not engage in directed brokerage with respect to Issuer assets.

Item 13. Review of Accounts

Each Issuer's portfolio (the underlying artwork) is monitored continuously by our Asset Management team and reviewed at least quarterly by the Investment Committee. Investors receive annual reports on Form 1-K, semi-annual reports on Form 1-SA, and current reports on Form 1-U, in each case filed with the SEC.

Item 14. Client Referrals and Other Compensation

We do not pay cash referral fees to non-affiliated solicitors. Marketing communications comply with Rule 206(4)-1 (the "Marketing Rule").

Item 15. Custody

We are deemed to have custody of client funds and securities under Rule 206(4)-2 by virtue of our affiliation with the Issuers' general partners. Each Issuer is audited annually by an independent public accountant registered with, and subject to inspection by, the PCAOB; audited financial statements are distributed to investors within 120 days of fiscal year-end.

Item 16. Investment Discretion

We have full discretionary authority with respect to the acquisition, holding, conservation, and disposition of each Issuer's artwork, subject to the relevant Operating Agreement and Offering Circular.

Item 17. Voting Client Securities

Issuers do not typically hold securities for which proxy votes are solicited. We have nevertheless adopted proxy voting policies under Rule 206(4)-6 in the event such votes arise.

Item 18. Financial Information

InvestArt Advisers does not require or solicit prepayment of more than $1,200 in fees per client six months or more in advance. We have no financial condition reasonably likely to impair our ability to meet contractual commitments to clients and have not been the subject of a bankruptcy petition.

Contact

Chief Compliance Officer, InvestArt Advisers, LLC — 1 World Trade Center, 57th Floor, New York, NY 10007 — compliance@investart.com.

See also: Form ADV (overview), Important Disclosures, Offering Circulars.