Barnes Dennig Private Wealth Management LLC

Item 5            Fees and Compensation
A. Fee Schedule and Compensation
BDPW typically charges an annualized percentage-based management fee (“Fee”) for Advisory Services, based on the fair
market value of the Client’s assets under management (“AUM”). All terms and conditions of our Fee(s) are stated in writing and
mutually agreed to by BDPW and the Client in the advisory agreement. Any and all changes to Fees are mutually agreed to and
evidenced in writing by a signed amendment to the existing advisory agreement between the Client and BDPW.

Fees and how they are charged are negotiable. At our discretion, we can charge a lesser or greater Fee, charge a at Fee, or
waive a Fee based upon specic facts and circumstances, including but not limited to, the amount of AUM, the complexity
and/or scope of the services provided, grandfathered fee schedules, employees and their immediate family members, limited
purpose accounts, Client negations, etc.

Investment Advisory Services and Retirement Plan Management Services
For investment advisory services and retirement plan management services, BDPW utilizes a tiered fee structure wherein a
Client’s total assets under management (“AUM”) is charged the corresponding fee rate in accordance with the fee schedule
below. Should the Client’s total AUM exceed the designated range of a given tier, the excess amount will be charged at the fee
rate identied in the succeeding tier. For Clients with multiple accounts or families with accounts across multiple Clients, all
related accounts and AUM are aggregated to determine the fee rate and a blended rate is then applied to each account
(“Household Billing”). Our Fees are annualized and charged monthly in arrears, meaning that the Fees billed are for services
we provided in the previous month. We bill based on the average daily balance of AUM for each billing period (monthly). The
following is our standard fee schedule provided for illustrative purposes.

Firm Brochure: Form ADV Part 2A – BDPW.IAD.02.v2.0.2025.03.26                                                                     8

                                                        Tiered Management Fee Schedule
                  Total Assets Under Management                                           Annual Fee %
 $0 – 1,000,000.00                                                      1.35%
 $1,000,000.01 - $2,000,000.00                                          1.25%
 $2,000,000.01 - $3,000,000.00                                          0.90%
 $3,000,000.01 - $5,000,000.00                                          0.70%
 $5,000,000.01 - $10,000,000.00                                         0.50%
 $10,000,000.01 - $25,000,000.00                                        0.30%
 $25,000,000.01 & Above                                                 0.275%

We calculate our Fee against all AUM across all assets in the Client’s account(s) listed in the advisory agreement. Therefore, fee
calculations include cash and cash-like instruments, short-term investment funds, exchange-traded funds (“ETFs”), mutual funds,
bonds, the entire market value of margined assets and short positions (if any), and all other investment holdings. The account
values used to calculate your Fees are obtained from pricing services that we believe are reliable. We rely on the most recent
holding information made available through our aggregation software in relation to reporting, trading, and billing calculations.
This may include pricing data gathered from third-party sources other than the custodian(s)/broker-dealer(s) of the Client’s
account(s). Any security(ies) excluded from billing (“Security Exclusions”) are not included in the Client’s total AUM to determine
our Fee. We require Client’s to place Security Exclusions in a separate account separate from the billable assets.

The market value of a Client’s account is increased to the extent that margin is employed in managing the Client’s assets.
Therefore, the corresponding Fee payable by the Client to us will increase because we include the margin balance in the Client’s
total AUM when calculating our Fees. As a result, Clients authorizing margin are advised of the conict of interest between us
and Client whereby we may recommend the use of margin, which also increases the Fee payable to us.

Advisory agreements for investment advisory services or retirement plan management services may be terminated at any time
for any reason by providing 30-days written notice by either the Client or BDPW. If services are terminated during a month, Fees
due are pro-rated based on the period we managed the Client’s assets before termination. The date of termination is used to
calculate the nal Fee payment.

Retirement Plan Consulting Services
For retirement plan consulting services, BDPW charges a at fee structure, based upon the market value of the plan’s assets,
generally ranging from 0.25% to 0.50%. Fees for retirement plan consulting services are negotiable, based solely on our
discretion, and vary based on the nature, scope, and frequency of our services as well as the size and complexity of the plan.

In determining the market value of the plan’s assets for calculating asset-based fees, we rely upon the valuation of assets
provided by the plan’s service providers (custodian or record keeper) without independent verication.

B. Payment of Fees
Fees are generally deducted directly from the Client’s account(s). Clients must provide the custodian/broker-dealer of their
account(s) with written authorization to have fees deducted from their account(s) and paid to us. The custodian/broker-dealer
sends Client statements, at least quarterly, showing all disbursements for the account(s), including the amount of the Fee, if
deducted directly from the account(s).

In specic circumstances, such as termination of services and the Client’s assets have already transferred out, our Fees may be
separately invoiced to the Client.
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Item 7           Types of Clients
BDPW provides Advisory Services to the following types of Clients:

         Individuals
         High-Net-Worth Individuals
         Trusts and Estates
         Corporations or other business entities
         Retirement Plans

The minimum account size for our Advisory Services is $250,000, subject to BDPW’s discretion on a client-by-client basis. This
minimum can be achieved for a group of related accounts for one or more Client/Household, i.e., multiple accounts for one
Client/Household, or accounts across multiple Clients/Households within the same family.

Clients are required to sign an advisory agreement and/or other contractual arrangements, that, among other things, set forth
the nature and scope of BDPW’s investment management authority, services, terms and conditions, and the investment
suitability, guidelines, and restrictions applicable to the management of Client accounts.