Final Order Denying Michael W. Preble's Petition for Waiver of Rule 69W-600.0024(6)(b)

Index: OFR 2026 - 336 "· I OOCXETED \ 7114/20~ 1 Le~~ STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION In Re: MICHAEL W. PREBLE, Petition for Variance or Waiver from Rule 69W￾600.0024(6)(b), Florida Administrative Code, Petitioner. Case Number: 136440-SR FINAL ORDER DENYING PREBLE'S PETITION FOR VARIANCE OR WAIVER FROM RULE 69W-600.0024(6)(b), FLORIDA ADMINISTRATIVE CODE, AND NOTICE OF RIGHTS This matter is before the State of Florida, Office of Financial Regulation ("Office"), on the request for a Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code (hereinafter "Petition"), submitted February 27, 2026, by Michael W. Preble ("Preble"). Pursuant to section 120.542(8), Florida Statutes, the Office enters this Final Order Denying Preble' s Petition for Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, and in support thereof, makes the following Findings of Fact and Conclusions oflaw: FINDINGS OF FACT

1. On May 18, 2026, the Office issued a Notice of Intent to Enter a Final Order Denying Preble's Petition for Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, and Notice of Rights ("Notice of Intent") via United States Postal Service ("USPS") mail and email. The Notice of Intent gave notice of the Office's intent to enter a Final Order Denying Preble's Petition for Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, as Preble has not met the criteria for Variance or Waiver provided by section 120.542(2), Florida Statutes. The Notice oflntent is attached hereto as Exhibit I.

2. The Notice of Intent had attached thereto a Notice of Rights, which fully advised Preble that he had twenty-one (21) days after issuance of the Notice within which to petition the Office for an administrative hearing to contest the allegations set forth in the Notice of Intent and that failure to do so would constitute a waiver of such right.

3. The Notice of Intent was sent to Preble on May 18, 2026, via USPS mail.

4. The Notice of Intent was sent to Preble via email on May 18, 2026. The email is attached hereto as Exhibit IL

5. Preble's response to the Notice oflntent was to be filed with the Office on or before June 15, 2026. As of the date of this Final Order, Preble has failed to file a petition for hearing or to file any other document with the Office in response to the Notice of Intent.

6. The facts alleged in the Notice of Intent, being uncontested by Preble, are accepted as true and correct, incorporated herein by reference, and adopted by the Office as Findings of Fact for purposes of this Final Order. CONCLUSIONS OF LAW

7. The Office is responsible for the administration and enforcement of chapter 517, Florida Statutes, and has jurisdiction over the subject matter and Preble pursuant to chapters 120 and 517, Florida Statutes.

8. Subsection 120.60(3), Florida Statutes, sets forth the following service requirements: Each applicant shall be given written notice, personally or by mail, that the agency intends to grant or deny, or has granted or denied, the application for license. The notice must state with particularity the grounds or basis for the issuance or denial of the license, except when issuance is a ministerial act. Unless waived, a copy of the notice shall be delivered or mailed to each party's attorney ofrecord and to each person who has made a written request for notice of agency action. Each notice must inform the recipient of the basis for the agency decision, inform the recipient of any administrative 2

hearing pursuant to ss. I 20.569 and I 20.57 or judicial review pursuant to s. I 20.68 which may be available, indicate the procedure that must be followed, and state the applicable time limits. The issuing agency shall certify the date the notice was mailed or delivered, and the notice and the certification must be filed with the agency clerk. 9. The Office's issuance of the Notice of Intent as set forth in paragraphs one (1) through four (4) above complies with the service requirements provided in subsection 120.60(3), Florida Statutes. 10. Preble's failure to file a petition for hearing or to file any other document in compliance with Rules 28-106.201, 28-106.2015, or 28-106.301, Florida Administrative Code, constitutes a waiver of Preble's right to an administrative hearing. See Rule 28-106.111(4), Fla. Admin. Code. 11. Preble has not alleged any basis for equitable tolling. See Patz v. Dep 't of Health, Fla. Bd. Of Med., 864 So. 2d 79 (Fla. 3d DCA 2003). 12. The legal conclusions that form the basis for the denial of Preble's Petition for Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, set forth in the Notice oflntent, being uncontested by Preble, are accepted as true and correct, incorporated herein by reference, and adopted by the Office as Conclusions of Law for purposes of this Final Order. [Remainder of page intentionally blank] 3

Based on the foregoing Findings of Fact and Conclusions of Law, it is hereby ORDERED: Preble's Petition for Variance or Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, is hereby DENIED. DONE and ORDERED this I~ day of July, 2026, in Tallahassee, Leon County, Florida. NOTICE OF RIGHTS A PARTY WHO IS ADVERSELY AFFECTED BY THIS FINAL ORDER IS ENTITLED TO JUDICIAL REVIEW PURSUANT TO SECTION 120.68, FLORIDA STATUTES. REVIEW PROCEEDINGS ARE GOVERNED BY THE FLORIDA RULES OF APPELLATE PROCEDURE. SUCH PROCEEDINGS ARE COMMENCED BY FILING THE ORIGINAL NOTICE OF APPEAL WITH THE AGENCY CLERK FOR THE OFFICE OF FINANCIAL REGULATION AS FOLLOWS: By U.S. Mail, Fax or Email Agency Clerk Office of Financial Regulation P.O. Box 8050 Tallahassee, Florida 32314-8050 Phone: (850) 410-9889 Fax: (850) 410-9663 Email: Agency.Clerk@flofr.gov OR By Hand Delivery Agency Clerk Office of Financial Regulation Office of General Counsel The Fletcher Building 101 East Gaines Street Tallahassee, Florida 32399 Phone: (850) 410-9889 A COPY OF THE NOTICE OF APPEAL, ACCOMPANIED BY THE FILING FEES AS REQUIRED BYLAW, MUST ALSO BE FILED WITH THE DISTRICT COURT OF APPEAL, FIRST DISTRICT, 2000 DRAYTON DRIVE, TALLAHASSEE, FLORIDA 32399-0950, OR WITH THE DISTRICT COURT OF APPEAL IN THE APPELLATE DISTRICT WHERE THE PARTY RESIDES. THE NOTICE OF APPEAL MUST BE FILED WITH BOTH THE 4

AGENCY CLERK FOR THE OFFICE OF FINANCIAL REGULATION AND THE DISTRICT COURT OF APPEAL WITHIN 30 DAYS OF THE RENDITION OF THE ORDER TO BE REVIEWED. CERTIFICATE OF SERVICE I HEREBY CERTIFY that on this {f-t~ y of July, 2026, a true and correct copy of the foregoing has been furnished by U.S. mail and email to the following: Michael W. Preble 11120 Lost Creek Ter., Unit 101 Bradenton, FL 34211 Prebs32@gmail.com 5 egulation 50 32314-8050 . erk@flofr.gov Tel: (850) 410-9889

FINAL ORDER EXHIBIT I STATE OF FLORIDA OFFICE OF FINANCIAL REGULATION In Re: MICHAEL W. PREBLE, Petition for Variance or Waiver from Rule 69W￾600.0024(6)(b), Florida Administrative Code, Petitioner. Case Number: 136440-SR NOTICE OF INTENT TO ENTER A FINAL ORDER DENYING PREBLE'S PETITION FOR VARIANCE OR WAIVER FROM RULE 69W-600.0024!6)(b). FLORIDA ADMINISTRATIVE CODE, AND NOTICE OF RIGHTS This matter is before the State of Florida, Office of Financial Regulation ("Office"), on the request for a variance or waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code (hereinafter "Petition"), submitted February 27, 2026, by Michael W. Preble ("Petitioner"), Central Registration Depository ("CRD") Number 5094612. Section 120.542(8), Florida Statutes, provides that an order granting or denying a petition for variance or waiver "shall contain a statement of the relevant facts and reasons supporting the agency's action." Having considered all relevant facts and pertinent law, the Office enters this NOTICE of its intent to enter a Final Order DENYING Preble's Petition for variance or waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code. STATEMENT OF FACTS

1. On February 27, 2026, the Office received the Petition requesting a variance or waiver from Rule 69W-600.0024(6)(b ), Florida Administrative Code (the "Petition"). (See Exhibit A)
2. Rule 69W-600.0024, Florida Administrative Code, concerns the application for registration as an associated person of an investment adviser or federal covered adviser. This rule

FINAL ORDER EXHIBIT I contains various obligations, including the submission of an application, the identification of the advisory firm with which the applicant seeks registration as an associated person, the payment of an assessment fee, the submission of fingerprints, the identification of civil, criminal or administrative legal proceedings, and the submission of examination qualifications. The rule also addresses multiple registration, grandfathering provisions for applicants registered in other jurisdictions, and exemptions from examination qualifications for applicants holding current specified professional designations. 3. As to examination qualifications, Rule 69W-600.0024(6), Florida Administrative Code, in pertinent part provides: ( 6) Examinations/Qualifications. (a) Every applicant for registration shall execute and submit a statement attesting to said applicant's knowledge and review of the Florida Securities and Investor Protection Act, as contained in the Form U4. (b) Every applicant for registration shall provide the Office with one of the following: I. Proof of passing, within two years of the date of application for registration, the Uniform Investment Adviser Law Examination (Series 65); or 2. Proof of passing, within two years of the date of application for registration, the General Securities Representative Examination (Series 7), the Uniform Combined State Law Examination (Series 66), and proof of passing within four years of the date of application for registration, the Securities Industry Essentials (SIB) Examination. The following applicants will be considered to have passed the SIE Examination: a. Applicants whose registration as an associated person was terminated between October 1, 2014, and September 30, 2018, provided they re-register as an associated person within four years from the date of their last registration; b. Applicants who registered as an associated person prior to October 1, 2018, and who continue to maintain those registrations on or after October I, 2018. ( c) Applicants who meet one of the following conditions satisfy the examination requirements of paragraph ( 6)(b) of this rule, except the Office may require additional examinations for any applicants found to have violated any state or federal securities law: l .a. Applicants who passed either the Series 65 examination or both the Series 7 and Series 66 examinations; and b. Have not had a lapse in registration as an associated person of an investment adviser or federal covered adviser in any jurisdiction in the United States for a period exceeding two years. 2

FINAL ORDER EXHIBIT I c. Periods of time during which an applicant provides advisory services for compensation on behalf of a dealer, a federal covered adviser, or an investment adviser, in any jurisdiction in the United States that does not require such persons to register as an associated person of the dealer, federal covered adviser, or investment adviser on whose behalf such advisory services were performed, will not be considered a lapse in registration for purposes of this paragraph. 2.a. Applicants who were previously registered with the Office as an associated person of an investment adviser or federal covered adviser; and b. Have not had a lapse in registration as an associated person of an investment adviser or federal covered adviser in any jurisdiction in the United States for a period exceeding two years. 4. Section 517.12, Florida Statutes, is implemented by Rule 69W-600.0024, Florida Administrative Code, and provides in pertinent part as follows: 51 7 .12 Registration of dealers, associated persons, intermediaries, and investment advisers. - (3) No investment adviser or associated person of an investment adviser or federal covered adviser shall engage in business from offices in this state, or render investment advice to persons of this state, by mail or otherwise, unless the federal covered adviser has made a notice-filing with the office pursuant to s. 51 7 .120 I or the investment adviser is registered pursuant to the provisions of this chapter and associated persons of the federal covered adviser or investment adviser have been registered with the office pursuant to this section. (8) The commission or office may require the applicant or one or more principals or general partners, or natural persons exercising similar functions, or any associated person applicant to successfully pass oral or written examinations. . . . the commission may waive the examination process when it determines that such examinations are not in the public interest. The office shall waive the examination requirements for any person who has passed any tests as prescribed in s. 15(b )(7) of the Securities Exchange Act of 1934 that relates to the position to be filled by the applicant. 5. As set forth in Rule 69W-600.0024(6)(b), Florida Administrative Code, qualifications for registration may be demonstrated, as to this category, by: 1) providing proof of passing, within two years of the date of application for registration, the Uniform Investment Adviser Law Examination (Series 65); or 2) providing proof of passing three examinations: a) the 3

FINAL ORDER EXHIBIT I General Securities Representative Examination ("Series 7"), within two years of the date of application; b) the Uniform Combined State Law Examination ("Series 66"), within two years of the date of application; and c) the Securities Industry Essentials ("SIE") Examination, within four years of the date of application. 6. The Series 65 and 66 examinations cover topics that have been determined to be necessary to provide investment advice to clients including the following: economic factors and business information; investment vehicle characteristics; client investment recommendations and strategies; and laws, regulations, and guidelines, including prohibition of unethical business practices. The Series 65 examination consists of 130 multiple-choice questions and 10 pretest questions. The Series 66 examination consists of I 00 multiple-choice questions and 10 pretest questions. The examinations are administered by the Financial Industry Regulatory Authority ("FINRA"). 7. The Petition asserts the folJowing as the basis for the variance or waiver and the Office notes other relevant facts: a. The Petition requests a "variance or waiver from the Series 65 (or Series 7 and 66) examination requirement in Rule 69W-600.0024(6)(b), F.A.C." b. The Petition states that Petitioner has "worked in the securities and investment advisory business for two decades, including both broker-dealer and advisory capacities." c. The Petition states that Petitioner "held a Series 7 . . . [and] passed the Series 66 examination on July 18, 2006, and the Series 65 examination on June 15, 2012. Both licenses were maintained through my work in the industry and later lapsed in approximately 2018-2019, when [Petitioner] transitioned into roles that were exempt from 4

FINAL ORDER EXHIBIT I registration requirements (specifically under the family office exclusion and private fund adviser frameworks)." d. The Petition states that Petitioner has "remained continuously engaged in sophisticated investment analysis, portfolio oversight, and manager and investment selection throughout this period." e. The Office notes that Petitioner passed the Series 66 exam on July 18, 2006, and the Series 65 exam on June 15, 2012. Petitioner was last registered as an associated person of a federal covered adviser or investment adviser on December 31, 2017. Accordingly, unless Petitioner applied for registration as an associated person of an investment adviser or federal covered adviser on or before December 31, 2019, and such registration was subsequently granted, Petitioner's Series 66 exam results would have expired. f. The Petition states that Petitioner has "spent the past 8-9 years working in . . . [a] single family office . .. and [p]rivate fund and private investment roles ... These positions required [Petitioner] to operate at a high professional standard, applying the same or more so a higher level of skill, judgment, and regulatory awareness as is tested by entry￾level qualification exams such as the Series 65." g. The Petition states that the Petition is submitted in connection with Petitioner's "planned registration as an associated person and principal of Whitehall Row Advisory, LLC ('Whitehall Row Advisory'), a soon-to-be formed Florida-based investment advisory firm ... [which] will only advise clients with a minimum net worth of $30 million or greater .... By constraining the client base, Whitehall Row Advisory is intentionally limiting itself to a population of investors who meet or exceed traditional 5

FINAL ORDER EXHIBIT I threshold of financial sophistication, thereby reducing the risk of harm that the Series 65/66 exam requirement is designed to address for the general retail public." h. The Office notes that Petitioner does not currently have a pending application for registration as an associated person of an invesbnent adviser or federal covered adviser before the Office.

1. The Petition states that "the prnpose of Rule 69W-600.0024(6)(b) is to ensure that investment adviser representatives possess a minimum, current level of competency and understanding of securities regulation and advisory practice .... [ and to ensure that individuals who provide investment advisory services to Florida clients possess a baseline of knowledge regarding securities products, markets, regulations, and ethical responsibilities." j. The Petition states that "the underlying purpose of the rule is already satisfied, and granting a variance will create no risk to the investing public" and that the purpose of the rule is "accomplished by multiple overlapping safeguards: Prior Successful Passage of Series 7, 65, and 66 . . . [ and;] Two Decades of Continuous Investment Experience." k. The Petition states that Petitioner has "already demonstrated the necessary baseline of knowledge by passing the Series 7, Series 66, and Series 65 exams and holding registration for many years. The fact that my licenses lapsed while working in exempt capacities does not erase the skills, knowledge, or experience acquired."
2. • The Petition states that requiring Petitioner to "re-sit for an entry-level exam under these circumstances would enforce the literal two-year timing rule, but it would not meaningfully advance the underlying policy goal of ensuring baseline competence." 6

FINAL ORDER EXHIBIT I m. The Petition states that the "strict application of the two-year exam timing requirement would impose a substantial hardship by: Forcing a seasoned professional ... to divert significant time and resources to re-taking a basic qualification exam ... [and] Delaying or complicating the launch of a Florida-based advisory firm." n. The Petition states that "[g]iven [Petitioner's] history of passing the Series 7, 65, and 66 examinations, [Petitioner's] unbroken track record in investment roles, the sophisticated nature of the clients to be served, and the voluntary continuing education and compliance undertakings [Petitioner is] prepared to make, it would be unfair and inconsistent with the goals of section 120.542 to deny registration absent a new exam." o. The Petition requests that "the variance or waiver apply to [Petitioner's] registration as an investment adviser representative of Whitehall Row Advisory, LLC in Florida, for so long as [Petitioner] remain[s] in good standing and subject to OFR's oversight." 8. Pursuant to and in compliance with Rule 28-104.005(1), Florida Administrative Code, the Office published notice of the Petition, as required. The notice appeared in the Florida Administrative Register at Volume 52, Number 41, published March 2, 2026. 9. The Office did not receive any comments on the Petition. CONCLUSIONS OF LAW 10. The Office is responsible for the administration and enforcement of chapter 517, Florida Statutes, and the rules promulgated thereunder. The Office has jurisdiction over the subject matter and the Petition pursuant to section 20.121(3)(a)2., Florida Statutes, and chapters 120 and 517, Florida Statutes. The Office is the proper state agency to receive, process, and render a ruling 7

FINAL ORDER EXHIBIT I on a petition for a variance or waiver involving chapter 517, Florida Statutes, and the rules promulgated thereunder. 11. Section 120.542(1), Florida Statutes, provides in part: Strict application of uniformly applicable rule requirements can lead to unreasonable, unfair, and unintended results in particular instances. The Legislature finds that it is appropriate in such cases to adopt a procedure for agencies to provide relief to persons subject to regulation. 12. Section I 20.542(2), Florida Statutes, provides: Variances and waivers sha11 be granted when the person subject to the rule demonstrates that the purpose of the underlying statute will be or has been achieved by other means by the person and when application of a rule would create a substantial hardship or would violate principles of fairness. For purposes of this section, "substantial hardship" means a demonstrated economic, technological, legal, or other type of hardship to the person requesting the variance or waiver. For purposes of this section, "principles of fairness" are violated when the literal application of a rule affects a particular person in a manner significantly different from the way it affects other similarly situated persons who are subject to the rule. 13. Section 120.542(5), Florida Statutes, provides in part: A person who is subject to regulation by an agency rule may file a petition with that agency, ... requesting a variance or waiver from the agency's rule. In addition to any requirements mandated by the uniform rules, each petition shall specify: (a) The rule from which a variance or waiver is requested. (b) The type of action requested. (c) The specific facts that would justify a waiver or variance for the petitioner. ( d) The reason why the variance or the waiver requested would serve the purposes of the underlying statute. 14. Rule 28-104.002(2), Florida Administrative Code, further provides that a petition for variance or waiver must include the following information: (2) The petition must include the following information: (a) The caption sha]] read: Petition for (Variance from) or (Waiver of) Rule (Citation); 8

FINAL ORDER EXHIBIT I (b) The name, address, any e-mail address, telephone number, and any facsimile number of the petitioner, if the party is not represented by an attorney or a qualified representative; (c) The name, address, e-mail address, telephone number, and any facsimile number of the attorney or qualified representative of the petitioner, if any; (d) The applicable rule or portion of the rule; (e) The citation to the statute the rule is implementing; (f) The type of action requested; (g) The specific facts that demonstrate a substantial hardship or a violation of principles of fairness that would justify a waiver or variance for the petitioner; (h) The reason why the variance or the waiver requested would serve the purposes of the underlying statute; and (i) A statement whether the variance or waiver is permanent or temporary. If the variance or waiver is temporary, the petition shall include the dates indicating the duration of the requested variance or waiver. 15. The Office finds that the Petitioner does not currently have an application for registration as an associated person of an investment adviser or federal covered adviser pending before the Office. Thus, Petitioner is not an applicant for registration as an associated person of an investment adviser or federal covered adviser. Therefore, Petitioner is not subject to agency action pursuant to Rule 69W-600.0024(6)(b ), Florida Administrative Code, which requires "an individual applying to be registered as an associated person of an investment adviser or federal covered adviser" to provide the Office proof of meeting specified exam requirements. 16. Accordingly, a waiver of the application of Rule 69W-600.0024(6)(b), Florida Administrative Code, as to the Petitioner, cannot be granted because the Office makes the preliminary determination that Petitioner is not currently subject to Rule 69W-600.0024(6)(b), Florida Administrative Code. A hypothetical application, to be filed on behalf of Petitioner, is not ripe for evaluation by the Office and does not satisfy the condition precedent for consideration of a request for a waiver pursuant to section 120.542, Florida Statutes. 17. Although the Office has concluded that it does not have jurisdiction over the subject matter and the Petition and that Petitioner cannot request a waiver of Rule 69W-600.0024(6)(b), 9

FINAL ORDER EXHIBIT I Florida Administrative Code, because the Petitioner is not currently subject to Rule 69W￾600.0024( 6)(b ), Florida Administrative Code, the Office makes the following findings regarding the criteria for variance or waiver provided by section 120.542(2), Florida Statutes, as it pertains to Rule 69W-600.0024(6)(b), Florida Administrative Code: a. The Office finds that the Petition makes generalized and conclusory statements about how the purpose of the underlying statute will be achieved by a waiver of the exam requirements imposed by Rule 69W-600.0024(6), Florida Administrative Code. The Petition does not specifically cite to or state the purpose of section 517 .12, Florida Statutes. Instead, the Petition states that the purpose of by Rule 69W-600.0024(6), Florida Administrative Code, is to "ensure that individuals who provide investment advisor services to Florida clients possess a baseline of knowledge regarding securities products, markets, regulations, and ethical responsibilities." The Petition summarily states that the Petitioner satisfies this purpose as evidenced by the facts that Petitioner previously passed the required examinations and has had two decades of continuous investment experience. Yet, the Petition fails to explain how these facts relate to the topics covered by the Series 7, 66, or 65 examinations or how such facts otherwise satisfy Petitioner's stated purpose of Rule 69W-600.0024(6), Florida Administrative Code. Accordingly, the Office finds that the Petition has not demonstrated that the purpose of the underlying statute, section 517.12, Florida Statutes, implemented by the rule requirement to have timely passed the examination requirements, has been satisfied as to Petitioner's qualifications and knowledge. b. The Office finds that the Petition did not demonstrate that application of Rule 69W-600.0024(6)(b), Florida Administrative Code, as to Petitioner, would create a IO

FINAL ORDER EXHIBIT I substantial hardship. The Petition states that Rule 69W-600.0024(6)(b), Florida Administrative Code, would create a "substantial hardship" by "[f]orcing a seasoned professional, who has already passed all relevant examinations and remained continuously in the field, to divert significant time and resources to re-taking a basic qualification exam'' and by"[ d]elaying or complicating the launch of a Florida-based advisory finn." However, the Petition neither provides specific details about the "significant time and resources" required to take the exam or how taking the exam would delay or complicate the launch of Petitioner's Florida-based advisory firm nor does it explain how Rule 69W￾600.0024(6)(b), Florida Administrative Code, created such circumstances. c. Additionally, the Office finds that the Petition fails to cJearJy identify or delineate the specific way(s) Rule 69W-600.0024(6)(b), Florida Administrative Code, violates principles of fairness by affecting Petitioner in a manner significantly different from the way it affects other similarly situated persons who must take or retake an examination. The Petition states that Petitioner is unique because Petitioner has already passed the required exams, has decades of continuous experience, and is launching a Florida based investment adviser but does not explain how Petitioner is affected differently than a similarly situated person. The Office notes that Petitioner is in no different position relative to retaking the Series 65 exam or Series 66 exam than any other person who must retake or take these exams. Based on the foregoing Statement of Facts and Conclusions of Law, the Office concludes that Petitioner has not met the criteria for variance or waiver provided by section 120.542(2), Florida Statutes. 11

FINAL ORDER EX HIBIT I PROPOSED AGENCY ACTION Upon consideration of the factual statement set forth above and applicable law, NOTICE is hereby given that the Office intends to enter a Final Order DENYING Preble's Petition for Variance or Waiver of Rule 69W-600.0024(6)(b), Florida Administrative Code, subject only to the Notice of Rights contained herein. Dated: 5/15/26 Director Division of Securities NOTICE OF RIGHTS PLEASE BE ADVISED THAT PURSUANT TO SECTIONS 120.569 AND 120.57, FLORIDA STATUTES, YOU MAY REQUEST A HEARING TO CONTEST THIS ACTION BY THE OFFICE. REQUESTS FOR SUCH A HEARING MUST COMPLY WITH THE PROVISIONS OF RULES 28-106.104(2), FLORIDA ADMINISTRATIVE CODE, RULE 28- 106.201, FLORIDA ADMINISTRATIVE CODE, OR RULE 28-106.301, FLORIDA ADMINISTRATIVE CODE, AND MUST BE FILED WITH: By U.S. Mail. Fax or Email Agency Clerk Office of Financial Regulation Office of General Counsel P.O. Box 8050 Tallahassee, Florida 32314-8050 Phone: (850) 410-9889 Fax: (850) 410-9663 Email: Aeency .Clerkl@,flofr.l!ov OR By Hand Delivery Agency Clerk 12 Office of Financial Regulation Office of General Counsel The Fletcher Building IO I East Gaines Street Tallahassee, Florida 32399 Phone: (850) 41 0-9889

FINAL ORDER EXHIBIT I YOUR REQUEST MUST BE FILED WITH THE AGENCY WITHIN TWENTY￾ONE (21) DAYS OF THE ISSUANCE OF TIDS NOTICE. YOUR FAILURE TO RESPOND TO THIS NOTICE WITIIIN TWENTY-ONE (21) DAYS OF ISSUANCE WILL CONSTITUTE A WAIVER OF YOUR RIGHT TO REQUEST A HEARING AND THE OFFICE'S PROPOSED AGENCY ACTION WILL BECOME FINAL. IF YOU REQUEST A HEARING, YOU WILL HA VE THE RIGHT TO BE REPRESENTED BY COUNSEL OR OTHER QUALIFIED REPRESENTATIVE; TO OFFER TESTIMONY, EITHER ORAL OR WRITTEN; TO CALL AND CROSS-EXAMINE WITNESSES, AND TO HAVE SUBPOENAS AND SUBPOENAS DUCES TECUM ISSUED ON YOUR BEHALF. PURSUANT TO SECTION 120.573, FLORIDA STA TOTES, MEDIATION IS NOT AVAILABLE. CERTIFICATE OF SERVICE I HEREBY CERTIFY that on this l 8th day of May, 2026, a true and correct copy of the foregoing has been furnished by U.S. mail and email to the following: Michael W. Preble 11120 Lost Creek Ter., Unit 101 Bradenton, FL 34211 Prebs32@gmail.com 13 ~ cw~ (annRWhite Assistant General Counsel Office of Financial Regulation 200 E. Gaines Street Tallahassee, FL 32399-0379 Tel: (850) 410-9803 Email: Ryann.White@flofr.gov

FINAL ORDER EXHIBIT I Petition for Variance or Waiver of Rule 69W-600.0024{6){b), F.A.C. Michael W. Preble 11120 Lost Creek Ter., Unit 101 Bradenton, Florida 34211 (847) 606-1166 prebs32@gmail.com February 24, 2026 Via Email Agency Clerk Office of Financial Regulation Email: Agency.Clerk@flofr.com Re: Petition for Variance or Waiver of Rule 69W-600.0024(6)(b), F.A.C. (Serles 65/7+66 Examination Requirement - Michael W. Preble/ Whitehall Row Advisory, LLC) Dear Agency Clerk: Pursuant to section 120.542, Florida Statutes, and the uniform rules governing petitions for variance or waiver, I respectfully request a variance or waiver from the Series 65 (or Series 7 and 66) examination requirement in Rule 69W-600.0024(6)(b), F .A.C., as it would otherwise apply to my registration as an investment adviser representative in Florida. This petition is submitted in connection with my planned registration as an associated person and principal of Whitehall Row Advisory, LLC ("Whitehall Row Advisory"), a soon-to-be formed Florida￾based investment advisory firm that will be seeking registration with the Office of Financial Regulation as a state-registered investment adviser. I. Petitioner and Rule from Which Waiver is Requested

1. Petitioner: o Name: Michael W. Preble o Residence/Business Address: 11120 Lost Creek Ter., Unit 101, Bradenton, FL 34211 o Phone: (847) 606-1166 o Email; prebs32@gmail.com o Proposed firm: Whitehall Row Advisory, LLC (Florida investment adviser in formation)
2. Rule: This petition seeks a variance or waiver from Rule 69W-600.0024(6)(b), F.A.C., which requires an investment adviser representative applicant to have, within the preceding two (2) years, passed either: o the Series 65 exam, or o the Series 7 and Series 66 exams (plus the SIE, where applicable) EXHIBIT A

FINAL ORDER EXHIBIT I Because my qualifying exams were passed more than two years ago and the related FINRA registrations have lapsed, I do not meet the rule's literal timing requirement, despite my extensive and continuous investment-related experience. II. Background and Examination History I have worked in the securities and investment advisory business for two decades, including both broker-dealer and advisory capacities. Over the course of my career, which has spanned since 2004/2005, I have held and successfully passed multiple core industry examinations: • I previously held a Series 7 - General Securities Representative license while employed at FINRA member broker-dealers. The license has been lapsed for more than 10 years and, accordingly, FINRA's standard public tools no longer display the active record. My prior Series 7 licensing and registration history remains available through CRD records, which the Office can access directly. • I passed the Series 66 examination on July 18, 2006, and the Series 65 examination on June 15, 2012. Both licenses were maintained through my work in the industry and later lapsed in approximately 2018-2019, when I transitioned into roles that were exempt from registration requirements (specifically under the family office exclusion and private fund adviser frameworks). In other words, I have not simply avoided licensing; I have passed and maintained all of the key examinations required for retail and advisory work and then moved into exempt institutional and family-office contexts where registration and continuing exams were not required. I have remained continuously engaged in sophisticated investment analysis, portfolio oversight, and manager and investment selection throughout this period. Ill. Professional Experience and Role of Whitehall Row Advisory Following my time as a registered representative and investment adviser representative, I spent the past 8-9 years working in: • A single-family office based in St. Petersburg, Florida, serving as a senior investment professional for a prominent family, ■■■■■■■■■■■■■■■-• where investment decisions, risk oversight, and reputational considerations were particularly important; and • Private fund and private investment roles, including general partner/manager responsibilities and private investment due diligence, under applicable exemptions that did not require ongoing Series licensing. These positions required me to operate at a high professional standard, applying the same or more so a higher level of skill, judgment, and regulatory awareness as is tested by entry-level qualification exams such as the Series 65. Whitehall Row Advisory, LLC will be a Florida-based investment advisory firm in formation that will provide non-discretionary and non-custody asset allocation and portfolio consulting, private investment diligence, and family-office style advisory services. The firm will take no custody of assets, nor have regulatory assets under management, meaning the firm will only report Assets under Advisement, not Assets under Management. Importantly, Whitehall Row Advisory will only advise clients with a minimum net worth of $30 million or greater. In other words, the firm will not be EXHIBIT A

FINAL ORDER EX HIBIT I targeting small retail accounts, but instead will serve large, sophisticated families and entities whose profiles and needs closely resemble the institutional and family-office clients I have been serving for many years. By constraining the client base to clients with $30 million or more in net worth, Whitehall Row Advisory is intentionally limiting itself to a population of investors who meet or exceed traditional thresholds of financial sophistication, thereby reducing the risk of harm that the Series 65/66 exam requirement is designed to address for the general retail public. IV. Statutory Standard for Variance or Waiver Section 120.542, Florida Statutes, authorizes an agency to grant a variance or waiver when:

1. The person subject to the rule demonstrates that the purpose of the underlying statute will be or has been achieved by other means, and
2. Application of the rule would create a substantial hardship or would violate principles of fairness. I respectfully submit that both prongs are satisfied in this case. V. Argument: Purpose of Statute Achieved and No Harm to Public The evident purpose of Rule 69W-600.0024(6)(b) is to ensure that investment adviser representatives possess a minimum, current level of competency and understanding of securities regulation and advisory practice. I fully support that objective. In my case, however, the underlying purpose of the rule is already satisfied, and granting a variance will create no risk to the investing public. A. The Purpose of the Rule is Satisfied in My Case The examination requirement exists to help ensure that individuals who provide investment advisory services to Florida clients possess a baseline of knowledge regarding securities products, markets, regulations, and ethical responsibilities. In my case, that purpose is accomplished by multiple, overlapping safeguards:
3. Prior Successful Passage of Series 7, 65, and 66 I have already demonstrated the necessary baseline of knowledge by passing the Series 7, Series 66, and Series 65 exams and holding registration for many years. The fact that my licenses lapsed while working in exempt capacities does not erase the skills, knowledge, or experience acquired.
4. Two Decades of Continuous Investment Experience Unlike an individual who passed an exam long ago and then left the industry, I have remained continuously active in investment analysis, portfolio construction, manager selection, due diligence, and monitoring in institutional and family-office settings. Since leaving registration-requiring roles, I have remained continuously employed in senior investment and family-office positions, performing work that is at least as sophisticated as, and often more complex than, the activities tested by those exams. I have continued to operate under regulatory frameworks (family office and private fund exemptions) that demanded ongoing familiarity with securities laws, conflicts management, and fiduciary concepts. EXHIBIT A

FINAL ORDER EX HIBIT I 3. Highly Sophisticated Client Base Whitehall Row Advisory will serve only clients with $30 million or more in net worth, a segment that is generally more sophisticated, better resourced, and more accustomed to complex investment decisions than the retail public. These clients are large families and entities whose profiles, governance structures, and advisory needs closely resemble those of institutional and family-office clients I have been serving for years. I will not be marketing to small retail investors. 4. Institutional-Caliber Compliance and Governance The firm's compliance program, Code of Ethics, and advisory model are designed around institutional-level standards and non-discretionary consulting, with clear separation between custody, implementation, and independent third-party managers. All the firm's clients will make all final investment and implementation decisions. 5. Voluntary Continuing Education and Compliance Undertakings To further ensure that the underlying statutory purpose is fully achieved, I am willing to voluntarily commit to a structured continuing education and compliance program during the first year following my registration (proposed curriculum attached as Exhibit). Requiring me to re-sit an entry-level exam under these circumstances would enforce the literal two￾year timing rule, but it would not meaningfully advance the underlying policy goal of ensuring baseline competence. That goal has already been met. B. The Requested Variance Does Not Create Risk to the Investing Public The variance I seek is narrow and fact-specific: • Client type and sophistication. Whitehall Row Advisory will exclusively serve clients with a minimum net worth of $30 million. I will not be marketing to small retail investors. • Business model risk profile. The firm will be non-custodial and non-discretionary. We will not take custody of client assets, nor will we have discretionary trading authority. Our role is to provide asset-allocation analysis, manager and private investment diligence, and portfolio consulting-where the client retains control of implementation with their existing custodians and managers. • Documented character and competence. This petition is supported by multiple written references from current and former clients and professional contacts who have worked with me in exempt capacities and can attest to my competence, ethics, and professionalism. Taken together, these facts demonstrate that granting a waiver in my specific case does not expose the public to the kinds of risks the exam rule is designed to mitigate. C. This is a Textbook Example of "Substantial Hardship" from Strict Application Section 120.542, Florida Statutes, contemplates variance or waiver where: • Strict application of a rule would create a substantial hardship or would violate the principles of fairness, and EXHIBIT A

FINAL ORDER EXHIBIT I • The underlying purpose of the rule would still be accomplished if the variance or waiver were granted. Here, strict application of the two-year exam timing requirement would impose a substantial hardship by: • Forcing a seasoned professional, who has already passed all relevant examinations and remained continuously in the field, to divert significant time and resources to re-taking a basic qualification exam, solely because of the passage of time and a change in registration status. • Delaying or compllcatlng the launch of a Florida-based advisory firm that is designed to serve sophisticated families and institutions from within the state, under full OFR oversight. The Series 65 exam is an entry-level qualification test for individuals who are new to the advisory profession. I have already passed that exam and the related Series 7 and 66 exams and then spent many years applying and expanding upon that knowledge in complex institutional and private advisory roles. The incremental investor protection achieved by requiring me to retake an exam I have already passed and surpassed in practice is minimal, while the time and business delay imposed on the launch of Whitehall Row Advisory is significant. At the same time, the purpose of the rule-ensuring competency and protecting investors-is fully met by my prior examinations, continuous senior-level experience, and the limited-scope, non￾custodial, UH NW-only nature of the new firm. D. The Variance Can Be Cabined to My Unique Facts I recognize the Office's understandable concern about precedent. To that end, I respectfully submit that this petition is distinguishable from a generic request to "skip the exam" because: • It is limited to a petitioner who has already passed all required exams, • Has decades of continuous, high-level investment experience, • Is launching a non-discretionary, non-custodial, UHNW-only advisory firm in Florida, and • Has provided independent references attesting to competency and character. If the Office wishes, it can expressly state in its order that the variance is granted based on these particular facts and does not apply to applicants who have not previously passed the examinations or who do not meet similar experience and client-profile criteria. This protects the integrity of the rule while allowing for fairness in an unusual, well-documented case. Given my history of passing the Series 7, 65, and 66 examinations, my unbroken track record in investment roles, the sophisticated nature of the clients to be served, and the voluntary continuing education and compliance undertakings I am prepared to make, it would be unfair and inconsistent with the goals of section 120.542 to deny registration absent a new exam. VI. Duration and Scope of Requested Waiver I respectfully request that the variance or waiver apply to my registration as an investment adviser representative of Whitehall Row Advisory, LLC in Florida, for so long as I remain in good standing and subject to OFR's oversight. E HIBIT A

FINAL ORDER EXHIBIT I If the Office believes It appropriate, I am willing to accept reasonable conditions on the waiver (for example, completion of specified continuing education, limitations on the types of clients served, or reporting of CE completion) to ensure that investor protection remains paramount. VII. Conclusion For the reasons described above, I respectfully request that the Office of Financial Regulation grant a variance or waiver of the exam timing requirement in Rule 69W-600.0024(6)(b), F.A.C., in light of: • my prior successful passage of the Series 7, 65, and 66 examinations; • the ability of OFR to verify those records through CRD; • my 20 years of continuous, high-level investment and advisory experience; • the highly sophisticated client base (.!: $30 million net worth) to be served by Whitehall Row Advisory; and • the continuing education, attestation, and compliance undertakings I am voluntarily offering to assume. I remain fully committed to working cooperatively with the Office to ensure that my practice and my firm meet the highest standards of competency and compliance. Should the Office require any additional information or wish to discuss conditions on the variance, I would welcome that dialogue. Thank you for your consideration of this petition. I would be pleased to provide any additional information or documentation the Office may request. Respectfully submitted, Michael w. Preble Proposed Managing Member and Associated Person Whitehall Row Advisory, LLC EXHIBIT A

FINAL ORDER EXHIBIT I Exhibit: Continuing Education Plan (First 12 Months) Continuing Education Commitment - Michael W. Preble In connection with my petition for a variance or waiver of Rule 69W-600.0024(6)(b), F.A.C., I commit to completing at least 40 hours of documented continuing education within the first 12 months following my registration as an investment adviser representative of Whitehall Row Advisory, LLC. The coursework will be reasonably distributed across the following categories:

1. Florida Securities Law and Regulation (Approx. 10 Hours) • Overview of Chapter 517, Florida Statutes (registration, antifraud, enforcement) • Applicable sections of Chapters 69W-200, 69W-500, and 69W-600, F.A.C., with emphasis on: o Registration of investment advisers and associated persons o Recordkeeping, supervision, and advertising requirements o Prohibited practices and state enforcement tools • Practical application sessions or webinars focused specifically on Florida-registered investment advisers (case studies, recent OFR actions, examination focus areas)
2. Federal Investment Adviser Regulation & Fiduciary Duty (Approx. 10 Hours) • Core requirements of the Investment Advisers Act of 1940 and key rules (Books and Records, Custody, Marketing/Advertising, Compliance Programs) • SEC guidance and enforcement themes regarding: o Fiduciary duty and best interest standards o Conflicts of interest, disclosure, and informed consent o Oversight of third-party manager selection and monitoring • Structured courses or web-based programs aimed at RIA compliance officers and principals
3. Ethics, Conflicts of Interest, and Professional Responsibility (Approx. 10 Hours) • General fiduciary ethics for investment professionals (using materials comparable to major professional organizations' ethics programs) • Identification and management of conflicts in: o Private fund and co-investment settings o Family office, GP/LP, and advisory situations o Side-by-side compensation arrangements and allocation decisions • Case-study based training on ethical decision-making and disclosure in complex client situations EXHIBIT A

FINAL ORDER EXHIBIT I 4. Private Investments and Alternative Strategies - Risk, Disclosure, and Oversight (Approx. 10 Hours) • Regulatory expectations and best practices for: o Private equity, venture capital, private credit, and private real estate o Angel and early-stage investing structures • Topics to include: o Suitability and risk disclosure for private offerings o Fee and expense transparency (management fees, carried interest, transaction fees) o Valuation practices and reporting for illiquid investments o Due-diligence standards and ongoing monitoring frameworks for third-party managers and direct deals Delivery and Documentation • Courses may be taken through recognized continuing education providers, compliance consultants, professional associations, or university-affiliated programs that offer securities and advisory-specific content. • I will maintain written records of all courses completed, including: o Provider name and description of the program o Date, duration (hours}, and topic category o Proof of completion (certificates or equivalent documentation) • These records will be made available to the Office of Financial Regulation upon request. Relationship to Firm Compliance Program Toe continuing education described above will be coordinated with Whitehall Row Advisory's Compliance Manual and annual compliance review, to ensure that learning is integrated into firm policies and procedures and directly improves client protection and regulat<?rv compliance. EXHIBIT A

FINAL ORDER EXHIBIT II White, Ryann From: White, Ryann Sent: To: Monday, May 18, 2026 4:23 PM prebs32@gmail.com Subject: FW: SERVICE OF DOCUMENT: OFR LEGAL CASE NO. 136440-SR; In Re: Michael W. Preble, Petition for Waiver from Rule 69W-600.0024(6)(b), F.A.C. Attachments: ENV-NOI - 136440-SR-Michael W. Preble.pdf Good afternoon, I apologize for the typo in the body of the email below. Please find attached Notice ofJntent to Enter a Final Order Denying Preble's Petition for Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, and Notice of Rights issued today via U.S. mail in the above-referenced matter. STATE OF FLORIDA on·1ci,: OF •·1NANCIAL REGULATION MICHAEL W. PREBLE, Petition for V•rianoe or Waiver from Rule 69W￾600.0024(6)(b}. Florida Administrutin Code, Petitioner. Case Number: JJ6440.SR NOTJCE OF INTENT TO .ENTER A FINAL ORDF,.R DENYING PREBLE'S PETITION fOR VARIANCE OR WAIVKR [ROM RjJl,E 69W:f,00.0024j6Mbl. FLORIDA AQMJNISTRAJIYE CODE, AI\D NITTJCE Qf BIGIIIS Regards, Ryann E. White Assistant General Counsel Office of Financial Regulation Office of General Counsel 200 East Gaines Street Tallahassee, FL 32399-0375 Office: (850) 410-9500 Direct: (850) 410-9803 Promoting a safe marketplace for financial success Connect with OFR! @(f)~ 1

FINAL ORDER EXHIBIT II Please note that pursuant to chapter 119, Florida Statutes, correspondence with the Office of Financial Regulation is considered public record. This correspondence is available to the public upon request unless exempt from disclosure. From: White, Ryann Sent: Monday, May 18, 2026 4:09 PM To: prebs32@gmail.com Subject: SERVICE OF DOCUMENT: OFR LEGAL CASE NO. 136440-SR; In Re: Michael W. Preble, Petition for Waiver from Rule 69W-600.0024(6){b), F.A.C. Good afternoon, Please find attached Notice oflntent to Enter a Final Order Denying Callanan's Petition for Waiver from Rule 69W-600.0024(6)(b), Florida Administrative Code, and Notice of Rights issued today via U.S. mail in the above-referenced matter. ST ATE OF FLORIDA o...-,ci,: 0)' }'l!IIANCIAL RECULATION MICHAEL W. PREBLE, P~tition for Variance or Waiv~r rrom Rule 69W￾600.0024(6)(b). Florid• Administratil'e Code, Petitioner. Case Number: 136440-SR NOTICE OF INTI:NT TO l:NTER A FINAL ORDER DEISYING PREBLE'S PETITION FOR VARIANCE OR WAIVER FROM Rlll.E §9W:@0,OOW61!h),J!l,QBIDA ADMINISTRATIVE CODE. A)SD NOJICE OF BJGJITS Regards, Ryann E. White Assistant General Counsel Office of Financial Regulation Office of General Counsel 200 East Gaines Street Tallahassee, FL 32399-0375 Office: (850) 410-9500 Direct: (850) 410-9803 Promoting a safe marketplace for financial success Connect with OFR! @Ci)®) Please note that pursuant to chapter 119, Florida Statutes, correspondence with the Office of Financial Regulation is considered public record. This correspondence is available to the public upon request unless exempt from disclosure. 2