Apeiron RIA LLC

Item 5 – Fees and Compensation

 Portfolio Management Fees
 Apeiron RIA does not require a minimum account balance. The fee charged by the firm is based upon the
 amount of money you invest, and the fee rate, rate schedule, and terms are negotiated individually by IAR’s
 of the firm and can therefore vary by IAR based on the investment program selected, the custodian used,
 and other factors determined by the individual IAR. The firm makes no representation related to the
 competitiveness of fees among its IAR’s or compared to other firms, and clients should note that they may
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be able to find comparable services from other IAR’s within the firm or from other firms at a lower cost or
fee. Clients in the Portfolio Manager Program will execute an Investment Advisory Agreement
(“Agreement”) that outlines services provided, as well as a description of the fees (“Advisory Fees”) charged
by ARIA. Advisory Fees are withdrawn directly from the client’s accounts with client’s written authorization
or may be invoiced to the client and paid by check. Clients may select the method by which they are billed.

Additionally, clients should note that a conflict of interest exists in that an IAR collects additional revenue
when under certain programs compared to others and under certain billing terms compared to others. For
example, services purchased through the firm’s wrap fee program could potentially cost clients less than
purchasing similar services from the firm on a stand‐alone basis, in that brokerage costs (if any) are paid on
behalf of the client through the wrap program. However, since most trading done by the firm is made with
no transaction costs, there is relatively little if any cost difference between wrap versus non‐wrap
structures. Generally, whether wrap or non‐wrap structure is offered is based on the program used by the
IAR, although an IAR may for example elect to recommend a non‐wrap structure for accounts with client
directed securities (i.e., securities selected by the client rather than the IAR) which will incur transaction
fees not covered by the firm. For information regarding the firm’s wrap fee program, see the firm’s
Appendix 1 Wrap Fee Brochure.

In addition to our Advisory Fees, in non-wrap accounts, clients are also responsible for the transaction
charges, fees and other expenses charged by the firm (“Custodian”) who holds the client’s Assets. Advisory
Fees are separate and distinct from the fees and expenses charged by investments like mutual funds and
exchange traded funds (ETFs). In these cases, the fees and expenses are described in each fund's prospectus
or available through common financial websites. These fees will generally include a management fee, other
fund expenses, and a possible distribution fee. Like the internal expenses charged by mutual funds and
ETFs, Sub-Advisors accessible through UMAs charge a fee (“Manager Fee”) that are in addition to the
Advisory Fees charged by ARIA. Clients who select the UMA Program will execute an Investment Advisory
Agreement that reflects the UMA relationship and will describe the Manager Fees, and further information
is available through the UMA websites and/or through the IAR at ARIA. Additionally, the investments
selected for the clients are not exclusively available to ARIA and could be obtained through other
unaffiliated firms, potentially at a lower fee.

ARIA may bill in advance or in arrears and typically monthly. For accounts billed in advance, ARIA uses the
account balance on the last business day of the month prior to billing for the market value of the assets
upon which the Advisory Fees are based. If the account is closed prior to the end of the period for which it
has been billed in advance, the client will receive a pro-rata refund. In some cases, cash flows deposits or
withdrawals will also receive a pro-rata fee or credit in the following month’s bill. In other situations, cash
flows will not be adjusted. For accounts billed in arrears ARIA uses the account balance on the last business
day of the month prior to billing for the market value of the assets upon which the Advisory Fees are based.
To ensure accounts are billed appropriately, fees are adjusted to reflect cash inflows and outflows during a
billing period. For example, if a contribution is made during a billing period, the contribution amount is only
billed for the number of days it was in the account. Alternately, if withdrawals are made during the billing
period, the withdrawn amounts are only billed up to the date they leave the account. The Advisory
Agreement will explain in further detail whether accounts are billed in advance or arrears and how the
Advisor Fees are calculated.

The following is the ARIA standard fee schedule:

                         Total Assets Under Management         Maximum Annual Fees
                         $ 0 to $ 250,000                      1.95 %
                         $ 250,001 to $ 500,000                1.85 %
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                         $ 500,001 to $ 1,000,000              1.75 %
                         $ 1,000,001 to $ 2,000,000            1.65 %
                         $ 2,000,001 and up                    1.55 %

These fees are generally negotiable, and the final fee schedule is identified in the Agreement. In some cases,
ARIA may charge a flat dollar amount or flat annual percentage as noted in the Agreement, but the
maximum Advisory Fee will not exceed 1.95%. Clients may terminate the agreement without penalty for a
full refund of ARIA's fees within five business days of signing the Investment Advisory Contract. Thereafter,
clients may terminate the Investment Advisory Contract generally with 5 days' written notice.
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