Commonwealth of Pennsylvania Department of Banking and Securities v. Keitz Investment Management, Ltd.

C OMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES, BUREAU OF SECURITIES COMPLIANCE AND EXAMINATIONS v. KETTZ INVESTMENT MANAGEMENI LTD. : Docket No. : 26 (sEC-CAo) BACKGROT]I[D

1. The Department is the Commonwealth of Pennsylvania's administrative agency authorized and empowered to administer and enforce the 1972 Act.

2. The Bureau is primarily responsible for administering and enforcing the 1972 Act for the Department. I CONSENT AGREEMENT A}[D ORDER The Commonwealth of Pennsylvania, acting through the Department of Banking and Securities ("Department'), Bureau of Securities Compliance and Examinations ("Bureau"), has conducted an investigation of the business practices of Keitz Investment Management, Ltd. ("KIM") and its officers and employees. Based on the results of its investigation, the Bureau has concluded that KIM has operated in violation of the Pennsylvania Securities Act of 1972,70 P.S. $ 1-101 et seq. (*1972 Act"). KIM, in lieu of litigation, and without admiuing or denying the allegations herein, and intending to be legally bound, hereby agrees to the terms of this Consent Agreement and Order ("Order'). FILED 2026 JAN 29 AM 9:03 PA DEPARTMENT OF BANKING AND SECURITIES 0003

3. Keitz Investnaent Management, Ltd. ('oKlM"), CRD # 123770, was, at all material times herein, a Pennsylvania corporation with an address at ,

4. From on or about February 10, 1995, until the present, KIM was registered pursuant to Section 301(c) of the 1972 Act,70 P.S. $ 1-301(c), as an investment adviser.

5. Regulation 303.012(0 provides that "[a]n investment adviser registered under the U972 Act] shall take steps necessary to ensure that material information contained in its Form ADV and exhibits remains current and accurate. If a material statement made in Form ADV and exhibits becomes incorrect or inaccurate the investment adviser shall file with the Department an amendment on Form ADV within 30 days of the occrrrence of the event which requires the filing of the amendment." 10 Pa. Code$ 303.012(0.

6. From on or about January 2020 untit January 2024, KIM did not take steps necessary to ensure that material information contained in its Form ADV and exhibits remains current and accurate. YIOLATION 7.By engaging in the acts and conduct set forth in paragraphs 3 through 6 above, KIM failed to take steps necessary to enflre that material information contained in its Form ADV and exhibits remains current and accurate to achieve compliance with the 1972 Act and other securities laws and regulations, which acts and conduct form a basis to deny, suspend, revoke, or condition the registration of KIM or to censure KIM pursuant to Section 305(a)(v) of the 1972 Act,70 P.S. $ 1-305(a)(v), and Regulation 303.012(i), 10 Pa. Code $ 303.012(i), promulgated thereunder. 2 Redacted

RELIEF' 8. KIM shall pay the Deparffnent an administrative assessment in the amount of $12,000.00. Payment shall be made by certified check or money order made payable to the "Department of Banking and Securities" and shall be mailed or delivered in person to the Bureau of Securities Compliance and Examinations located at 17 N. Second Street, Suite 1300, Harrisburg, Pennsylvania fiLAI. The assessment shall be paid as follows: a. $1000.00 on or before May 1, 2026; b. $1000.00 on or before August 1,2026; c- $1000.00 on or before November 1,2A26; d. $1000.00 on or before February 1,2027; e. $1000.00 on orbefore May 1, 2A27; f. $1000.00 on or before August 1,2027; g. $1000.00 on or before November l, 2027 ; h. $1000.00 on or before February 1,2A28; i. $1000.00 on or before May l, 2A28; j. $1000.00 on or before August 1,2A28; k. $1000.00 on or before November 1,2A28; and

1. $1000.00 on or before February t,2029. 9.KIM is ORDERED to comply with the 1972 Act, and Regulations adopted by the Department, and in particular Section 305(aXv) of the 1972 Act,70 P.S. $ l-305(a)(v).Should J

KIM fail to pay the assessment as set forth in paragraph 8 above, the sanctions set forth elsewhere in the Order shall continue in fulI force and effect until full payment is made. However, this provision shall not be construed as affording KIM the option of either paying the assessment or being indefinitely subject to the sanctions. 10. Should KIM fail to comply with any and/or all provisions of this Order, the Department may impose additional sanctions and costs and seek other appropriate relief subject to KIM's right to a hearing pursuant to the L972 Act. F'URTHER PROYISIONS 11. Consent. KIM hereby knowingly, willingly, voluntarily and irrevocably consents to the entry of this Order pursuant to the Bureau's authority under the 1972 Act and agrees that it understands all of the terms and conditions contained herein. KIM, by voluntarily entering into this Ordeq waives any right to a hearing or appeal conceming the terms, conditions, alrrd/or penalties set forth in this Order. 12. Entire Agreement. This Order contains the entire agreement between the Department and KIM. There are oo other terrrs, obligations, covenants, representations, statements, conditions, or otherwise, of any kind whatsoever concerning this Order. This Order may be amended in writing by mutual agreement by the Department and KIM. 13. Binding Nature. The Department, KlM, and all officers, owners, directors, employees, heirs and assigns of KIM intend to be and are legally bound by the terms of this Order. 4

|4.Counsel.Thisorderisenteredintobythepartiesuponfullopportunityforlegal advice from legal counsel' 15. Effectiveness. KIM hereby stipulates and agrees that the order shall become effective on the date the Bureau executes the order ("Effective Date")' 16. Other Enforcement Action' (a) The Departrnent reserves all of its rights, duties, and authority to enforce all statutes, rules, and regulations under its jurisdiction against KIM in the future regarding all matters not resolved by this Order' (b) KIM acknowledges and agrees that this Order is only binding upon the Departrnent and not any other local, state or federal agency, departrnent, or office regarding matters within this Order. 17. Authorization. The parties below are authorized to execute &is Order and legally bind their respective parties. 18. Count€rparr[S. This Order may be executed in separate counterparts, by facsimile and/or by PDF. 19. Titles. The titles used to identiff the paragraphs of this document are for the convenience of reference only and do not control the interpretation of this document. 20. Finding. The Department finds that it is necessary and appropriate in the public interest and for the protection of investors, and consistent with the purposes fairly intended by the policy and provisions of the 1972 Act to issue this Order. 5

WIIEREFORE, in consideration of the foregoing, including the recital paragraphs, the Commonwealth of Pennsylvania, Department of Banking and Securities, Bureau of Securities Compliance and Examinations and Keitz Investment Management, Ltd., intending to be legally bound, do hereby execute this Consent Agreement and Order. FOR THE COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES BUREAU OF SECURITIES COMPLIANCE AND EXAMINATIONS Eric Pistilli, Deputy Secretary for Securities Date: rOR KEITZ INVESTMENT MANAGEMENT LTD. Michael Owner and Chief Compliance Officer Date: -Jqr*u fr'&) 'Zb '2 b L L= 01/27/2026 Redacted Redacted