Bowie Capital Management LLC

ITEM 5: FEES AND COMPENSATION

FEES AND EXPENSES
In consideration for our advisory services, Bowie receives management fees, is reimbursed for certain expenses
incurred related to managing the investment program and may receive performance-based fees.
Management Fee and Performance-Based Fees

The Funds

The Funds advised by the Firm offer a Founder and Institutional share class that are subject to different terms based
on eligibility and investment size. The management fee will not exceed 1.5% per annum. The management fee for
each share class is disclosed in the offering documents and provided to investors prior to investing. The management
fee rate is calculated at the beginning of the calendar quarter, and the fee is paid quarterly in advance. Any capital
contributions or withdrawals mid-quarter will be charged a prorated management fee based on the rate calculated
at the beginning of the applicable quarter. Mr. Whitaker and the Firm’s employees are not charged a management
fee, and any capital invested by Mr. Whitaker or the Firm’s employees (or any other assets under management by
the Firm) are not included in the calculation of the net assets for purposes of applying the Scaling Management Fee.
Bowie SLP, LP, an affiliate of Bowie and an entity controlled by Mr. Whitaker, is entitled to a performance-based
profit allocation at the end of each calendar year or at the time of an investor redemption, whichever is earlier, that
will not exceed 15%. The performance-based fee for each share class is disclosed in the offering documents and
provided to investors prior to investing. This profit allocation is calculated including unrealized appreciation or
depreciation of investments. Mr. Whitaker and the Firm’s employees are not charged a performance-based profit
allocation.
The initial strategic investors share in the performance-based profit allocations or fees earned from the non-initial
strategic investors in all private funds and equity strategy SMAs managed by Bowie. This arrangement reduces the
amount of performance compensation received by Mr. Whitaker.

Variation of Terms

The general partner and/or Bowie (as applicable) may agree with certain investors to a variation of the terms
outlined in the Fund’s offering documents. As of the date of this brochure, there are no side letters granting any
variation of terms currently in place.

Sub-Advised Funds
Our standard fee structure for new accounts is an annual rate of 1%. Bowie does not have the authority to deduct
the fees directly from any Sub-Advised Fund. We invoice the Sub-Advised Fund for the fees payable by the Sub-
Advised Fund. Fees are paid monthly.
All Sub-Advised Funds pay a performance-based fee to Bowie or an affiliate of Bowie.

SMAs
The management fee is negotiated and disclosed in the client agreement prior to beginning the advisory relationship.
Our standard fee structure is as follows:
    •    For an Active Asset Equity strategy, the management fee is an annual rate of one percent (1%).
    •    While as of the date of this brochure we are not actively seeking new accounts for our Base Asset Strategy
         (fixed income), the standard fee schedule for management fee starts at an annual rate of one-half percent
         (0.50%) and decreases based on balances (First $25 million is an annual rate of 0.50%; Next $75 million is
         an annual rate of 0.25%; Over $100 million is an annual rate of 0.10%).

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         For example, an account with $100 million in balances will pay an annual rate of 0.3125% ($25 million x
         0.50% + $75 million x 0.25% / $100 million). Clients who engaged Bowie earlier have different fee schedules,
         some of which have different tiers and others with no tiers. Thus, clients with the same size portfolio could
         be paying different fees.
We do not differentiate service to clients based on their fee structure. The standard schedule is for management
fees to be calculated quarterly based on the average month-end balance during the previous quarter and paid in
arrears. Certain clients might request to pay management fees in advance but will pay no more than one quarter in
advance. Account balances used to calculate fees include cash balances and accrued interest, if any. For certain
SMAs, the management fee will be prorated on any capital contributions or withdrawals during that quarter based
on the number of days such capital was invested. We deduct fees directly from our SMAs at Schwab. We invoice all
other clients, and they instruct their custodian to pay our invoice.
All accounts managed with our Active Asset Equity strategy are charged a performance-based fee, which is
negotiated with the client and disclosed in the client's agreement before beginning the advisory relationship. We
deduct fees directly from our SMAs at Schwab. We invoice all other clients, and they instruct their custodian to pay
our invoice. There is no performance fee charged on the Base Asset strategy.

Advice with respect to Private Investments

Previously, Bowie has negotiated the payment of performance fees on private investments recommended and
offered to clients. While we are currently not seeking or offering this service for new private investments, in the
future, subject to negotiations with clients, Bowie would expect to charge performance fees for private investments
recommended, offered, and/or monitored by Bowie.

Expenses

The Funds will generally bear their own expenses, as disclosed in the Funds’ offering documents. Expenses that the
Funds may bear include but are not limited to organization expenses, legal expenses, “blue sky” filing fees and
expenses, expenses related to services performed by the administrator, and audit and tax preparation expenses.
The Funds and all new Active Asset Equity strategy accounts bear the expenses related to the investment program,
...

ITEM 7: TYPES OF CLIENTS

 Bowie provides investment management and advisory services to pooled private investment vehicles and
 separately managed accounts for high net worth individuals and institutions.

 The Funds
 The Funds have established a minimum target initial investment of $5,000,000 and a minimum additional
 investment of $1,000,000 for the Founder share class and $50,000,000 initial investment for the Institutional share
 class (only available in the Offshore fund); however, the general partner and directors reserve the right to waive or
 lower this minimum.
 The Funds are open only to accredited investors that are also qualified clients and qualified purchasers. Each investor
 will be required to complete a Subscription Document to enable the Firm to determine the investor’s eligibility.
 Accredited investors are partially defined as (i) a natural person with income exceeding $200,000 in each of the two
 most recent years or joint income with a spouse or spouse equivalent exceeding $300,000 for those years and a
 reasonable expectation of the same income level in the current year or (ii) a natural person who has a net worth, or
 joint net worth with the person’s spouse or spouse equivalent, that exceeds $1 million at the time of the purchase,
 excluding the value of the primary residence of such person.
 Qualified clients generally have (i) at least $1.1 million in assets under management with an investment advisor or
 (ii) a net worth of $2.2 million or more, excluding their primary residence.
 Qualified purchasers generally include individuals and certain family-owned companies owning total investments in
 excess of $5 million and entities owning total investments in excess of $25 million.

 SMAs
 The minimum for a new Active Asset Equity strategy account is $50 million. The Firm is not actively seeking new
 Base Asset strategy accounts.

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