Item 5 – Fees and Compensation
GENERAL
Brinker clients pay an “all-inclusive” investment advisory fee (wrap fee), which covers the investment
advisory services provided by Brinker and the portfolio manager(s), all custodial services and brokerage
commissions (unless a client chooses a per trade ticket charge option on certain municipal securities,
mutual fund and ETF trades as described below). Brinker may also pay a portion of the investment
advisory fee to solicitors who act as the liaison between the client and Brinker. The investment advisory
fee does not cover any fees charged by the SEC or U.S. or foreign stock exchanges based on the sale of
a security, any special account fees imposed by the custodian (such as IRA maintenance fees), wire
transfer fees, costs associated with temporary investment of client funds in a money market account,
transfers of assets upon termination of the account or any internal management or operating fees
(including potential redemption fees) or expenses imposed or incurred by a mutual fund or ETF in which
the client's account may be invested or any special requests by the client.
Except in the case of the RPS program, the investment advisory fee is billed quarterly in advance. The
initial fee is based on the market value of the client's account assets when the account is opened and
prorated for the number of days remaining in the calendar quarter. Thereafter, the quarterly fee is due
on the first business day of each quarter and is based on the market value of the client's account assets
on the last business day of the immediately preceding quarter. Generally, Brinker's fee is either paid
through redemption of mutual fund shares or deducted from the client's separately managed accounts,
based on the weighted average of the managed account market values. However, upon request of the
client, Brinker will bill the client separately instead of deducting the fees. See "Retirement Plan
Services Program Fees" below for a discussion of fees for the RPS program.
Fees may be discounted or negotiated at Brinker's discretion. Furthermore, from time to time Brinker
offers program-wide fee discounts and reduced account minimums as part of its marketing and
promotional programs. Such programs may be initiated or discontinued at Brinker’s discretion.
Account liquidations are done at no additional charge by Brinker. A termination charge may be imposed
by the custodian. The client will be entitled to a prorated refund of any pre-paid quarterly fee based
upon the number of days remaining in the quarter after the termination date.
In addition to fees paid to Brinker, clients may be responsible for other types of fees and expenses such
as mutual fund expenses. If securities trades are effected by brokers other than the custodian for the
client's account, the client may incur brokerage or other transaction costs. For more information on
brokerage practices, see the response to Item 12 – Brokerage Practices.
Fees for customized investment strategies developed for a client are negotiated on a case-by-case basis.
Brinker may or may not charge a fee for management of accounts established by Brinker employees,
family members and a limited number of clients to invest in new investment management strategies
under development by Brinker. Such fees are disclosed and agreed upon with the client at the time the
account is established.
Clients may be able to find comparable services from other sources for fees lower or higher than those
charged by Brinker. In particular, if the account has relatively low turnover rates, the wrap or all-inclusive
fee may be more costly for the client. Brinker uses Destinations Funds exclusively in its Destinations
program. Destinations Funds may have higher ongoing expenses than unaffiliated mutual funds. In
evaluating the overall cost of the Destinations program as compared to other investment programs,
investors should note that advisory fees paid to Brinker by a Destinations Fund with respect to a client’s
investment in such Destinations Fund are credited to, or offset and reduce, dollar-for-dollar the Brinker
Fee Component otherwise payable to Brinker under the client’s investment advisory agreement. See
“FEE SCHEDULES FOR NON-RPS ACCOUNTS – Brinker Fee Component – Brinker Fund Fee
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Offset” below. Brinker’s fee for its Destinations ETFh program includes an asset-based fee to cover
transaction costs, which may be more costly for larger accounts with relatively low trading activity than a
program that imposes a separate charge on each share transaction.
In the event the client enters into a tri-party investment advisory agreement with Brinker and another
investment advisory firm responsible for recommending and/or selecting the investment strategy, the fee
paid to the investment advisory firm is in addition to Brinker’s fee, but Brinker’s fee does not include a
solicitor’s fee. The investment advisory firm’s fee is established by the investment advisory firm, not
Brinker. The investment advisory firm's role and its fees are described in that firm’s Form ADV, Part 2A.
Certain existing clients may be billed under fee schedules that are not described in this Brochure. The
applicable fee schedule is set forth in the client’s investment advisory agreement with Brinker and may be
changed by Brinker on 30 days’ prior notice. Brinker may modify its fee schedule at any time, either
generally for a class of accounts or on a case-by case basis.
FEE SCHEDULES FOR NON-RPS ACCOUNTS
The client’s total fee is based upon the combined fees for each of the following service components: (i) a
fee for Brinker’s management or advisory services (the “Brinker Fee Component”); (ii) the fees paid by
Brinker to any portfolio managers with respect to a client’s account (the “Manager Fee Component”); (iii)
the custodian’s charges for custody and clearing services (the “Custody and Clearing Component”); and,
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