Acruence Capital LLC

ITEM 5. FEES AND COMPENSATION
OVERVIEW
Fee and expense arrangements are described in detail in the investment advisory agreements, as well as
other agreements we negotiate with Clients 1 (collectively, the “Governing Documents”). Terms reflect the
particular needs and characteristics of the services we provide to each Client, and as a result, are negotiable.

MANAGEMENT FEES
    1) Sub-Advisory Services
         In connection with developing and monitoring the Acruence Models for RIA Clients, Acruence Capital
         charges RIA Clients a management fee, generally equal to a percentage of the assets under
         management. Fees depend on the services being provided and are negotiated separately with each
         Client.
         Potential Conflicts of Interest
         As sub-adviser to RIA Clients, circumstances may be presented that raise a conflict of interest as our
         officers, directors, and representatives may be incentivized to recommend investment products that
         yield additional economic benefits for the individual or the Firm. This conflict is mitigated by our
         adherence to the investment strategy outlined in the investment advisory agreement with the
         respective RIA Client. Further, neither Acruence Capital, nor any Acruence Capital employee, receives
         any additional benefit or compensation as a result of transactions made on behalf of RIA Clients.
    2) Outsourced Chief Investment Officer Services
         For our Outsourced Chief Investment Officer services, we receive an annual fee typically payable in
         twelve monthly installments.
         Potential Conflicts of Interest
         As Outsourced CIO to RIA Clients, circumstances may be presented that raise a conflict of interest as
         our officers, directors, and representatives may be incentivized to recommend investment products
         that yield additional economic benefits for the individual or the Firm. This conflict is mitigated by our
         adherence to the investment strategy outlined in the investment advisory agreement with the
         respective RIA Client. Further, neither Acruence Capital, nor any Acruence Capital employee, receives
         any additional benefit or compensation as a result of transactions made on behalf of RIA Clients.
    3) Sub-Advisory Services Provided to Acruence Active Hedge U.S. Equity ETF (“XVOL”)
         For our sub-advisory investment management services to the primary investment manager of XVOL,
         we receive an annual fee of 0.02% of the daily average net assets of the ETF (the “Sub-Adviser Fee”),
         payable on a monthly basis.
         Other Compensation
         In addition to the Sub-Adviser Fee, Acruence Capital may receive additional compensation based
         upon a percentage of all assets invested in XVOL. Under a separate Exchange-Traded Fund Platform
         Support Agreement (“Support Agreement”) between Tidal and Acruence Capital, the Firm receives

1"Client" shall collectively mean any RIA Client to which Acruence Capital provides sub-advisory services, any RIA Client to which
Acruence Capital provides Outsourced CIO services, and XVOL.

FORM ADV PART 2A: FIRM BROCHURE | PAGE 2A-8

      a percentage of XVOL’s profits after the payment of all of XVOL’s operating expenses (the “Support
      Payment”), including the expenses relating to the services provided by Tidal.
          a. XVOL and Sub-Advisory Services
      The combination of the sub-advisory services that we provide to XVOL and the sub-advisory services
      that we provide to RIA Clients present a unique potential for a conflict of interest.
      Potential Conflicts of Interest
              XVOL shares are broadly offered. As part of our sub-advisory services, Acruence Capital will
              recommend the purchase of shares of XVOL to RIA Clients. Recommending XVOL shares to
              RIA Clients allows the respective RIA Clients to purchase, or recommend purchases of, XVOL
              shares for the respective RIA Client’s underlying retail client accounts for which XVOL is a
              suitable investment. Offering XVOL shares to RIA Clients allows the respective RIA Clients to
              purchase, or recommend for purchase, XVOL shares for the respective RIA Client’s underlying
              retail client accounts for which XVOL is a suitable investment. For the RIA Client that
              maintains discretionary authority over its underlying retail client accounts, the RIA Client
              may exercise its discretionary authority and purchase XVOL for its underlying retail client
              accounts without prior specific client authorization.
              As the sub-adviser for RIA Clients, Acruence Capital is responsible for every recommendation
              of XVOL shares to RIA Clients for whom we provide sub-advisory services and/or the
              respective RIA Client’s underlying retail clients. Acruence Capital’s receipt of the Sub-Adviser
              Fee and the Support Payment (collectively the “ETF Compensation”) creates a conflict of
              interest with respect to all purchases of, and recommendations to purchase, shares of XVOL
              by RIA Clients for whom we provide sub-advisory services. Specifically, Acruence Capital has
              a financial incentive to recommend the purchase of XVOL shares to RIA Clients for whom we
              provide sub-advisory services because Acruence Capital may receive a direct or indirect
              financial benefit from the payment of the ETF Compensation. We have ameliorated this
              conflict of interest with our current RIA Client for whom we provide sub-advisory services by
              negotiating and entering into an agreement whereby Acruence Capital will receive a flat
              monthly fee from the respective RIA Client for serving as its sub-adviser. The intent of this
...

ITEM 7. TYPES OF CLIENTS
The Firm provides investment advisory services to third-party investment advisers, exchange-traded funds,
and high net worth individuals.