Brixey & Meyer Capital LLC

Item 5 – Fees and Compensation

A.    Describe how you are compensated for your advisory services. Provide your fee
schedule. Disclose whether the fees are negotiable.

BMC receives a management fee and its affiliated general partners are allocated carried interest as
compensation for providing investment advisory services to the Funds. The following is a general
description of fees, compensation and expenses of the Funds. Investors in the Funds also bear certain
Fund expenses, as described in Item 5.C below. Investors should refer to the Governing Documents
of the applicable Fund for a complete understanding of how BMC is compensated for its advisory
services. The information contained herein is a summary only and is qualified in its entirety by such
documents; each Fund’s Governing Documents describe fees, compensation and expenses in greater
detail.
Management Fees

BMC charges the Funds a management fee (the “Management Fee”), typically equal to 2% of
committed capital per annum. The Management Fee charged to each Fund and its calculation
methodology is described (i) in full detail in the relevant Fund’s Governing Documents and (ii) more
briefly below. All Management Fees are negotiated with the Fund’s investors during the fundraising
period of the applicable Fund and are not subject to negotiation thereafter. Generally, investors
participating in a subsequent closing after the initial closing of a Fund are responsible for paying the
Management Fee as of the date of the initial closing of such Fund, plus interest, as applicable.
Management Fees differ from one Fund to another.

Carried Interest

As described in Item 6 below, each Fund’s general partner is entitled to be allocated carried interest
(“Carried Interest”) subject to a cumulative compounded preferred return (or hurdle). Each Fund’s
Carried Interest arrangement differs, and each calculation as well as any clawback provisions is further
described (i) in further detail in the relevant Fund’s Governing Documents and (ii) more briefly in
Item 6 below.

B.      Describe whether you deduct fees from clients’ assets or bill clients for fees incurred.
If clients may select either method, disclose this fact. Explain how often you bill clients or
deduct your fees.

Management Fees are generally payable in advance on the first business day of each calendar year, as
specified in more detail in the Governing Documents of each Fund. Management Fees and other fees

are paid either as a result of a capital call notice to investors or deducted from distributions to investors.

C.     Describe any other types of fees or expenses clients may pay in connection with your
advisory services, such as custodian fees or mutual fund expenses. Disclose that clients will
incur brokerage and other transaction costs, and direct clients to the section(s) of your
brochure that discuss brokerage.

Fund Expenses

To the extent not classified as a Direct Portfolio Entity Expense, Expense Borne by the Manager or a
BMC Advisory Cost (each as defined below), the Fund shall pay the reasonable costs and expenses of
the Fund and, to the extent fairly allocable to the Fund, the Manager (collectively, the “Fund
Expenses”); provided, however, that if a BMC Advisory Allocation (as defined below) is made to the
Fund, such allocated amount shall be a Fund Expense. The Fund Expenses will include, without
limitation: (i) fees and expenses of consultants, agents and advisors in connection with the formation
of the Fund, the issuance and sale of membership interests in the Fund, the purchase, management and
disposition of investments, and other matters arising from the Fund’s business and activities; (ii) finders,
placement, brokerage and other similar fees incurred in connection with the purchase or sale of
securities or any retainer fee for finder services; (iii) out-of-pocket costs (including travel) of holding
meetings of the Investment Committee or holding any meetings of or with the Members; (iv) costs and
expenses incurred for the preparation and distribution of financial reports, tax reports and other
information for the benefit of the Members or as specifically requested by a Member; any taxes, fees or
other governmental charges levied against the Fund or its income or assets or in connection with its
business or operations; costs of any agency or administrative actions or hearings, any governmental
action or third-party litigation or other matters that are the subject of indemnification pursuant to the
Governing Documents, (vii) reasonable premiums for liability insurance to protect the Fund and its
indemnitees; (viii) all costs of winding-up and liquidating the Fund; and (ix) all other costs and expenses
of the Fund or the Manager in connection with the Governing Documents, including the Management
Fee.

Manager Expenses

The Manager will assume and pay, or will cause one or more of its affiliates to assume and pay, the
following normal operating expenses incurred by the Manager or an affiliate thereof in connection
with the management of the Fund (the “Expenses Borne by the Manager”): (i) salaries, wages and
benefits paid to each employee of the Manager or an affiliate thereof to the extent such employee’s
primary responsibilities relate to evaluating, making and disposing of investments (“BMC Investment
Professionals”); (ii) expenses incurred in registering, or maintaining the registration of or the
exemption from registration of, BMC (or its affiliate) as an investment adviser under the Advisers Act
and any compliance requirements related thereto; (iii) any taxes imposed by reason of the Management
Fee or in respect of the distributions to the Manager under this Agreement; (iv) ministerial operating
costs of BMC not payable by the Fund or charged to a Portfolio Entity (such as certain costs for office
equipment and supplies); (v) all taxes of the Manager; and (vi) travel and related equipment
maintenance costs not attributable to a specific investment.
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Item 7 – Types of Clients

Describe the types of clients to whom you generally provide investment advice, such as
individuals, trusts, investment companies, or pension plans. If you have any requirements for
opening or maintaining an account, such as a minimum account size, disclose the
requirements.

BMC provides investment advice to the Funds. The Funds limit their investors to persons or
institutions who meet certain suitability and net worth qualifications prior to making an investment in
the Funds. The Funds are not registered or required to be registered under the Investment Company
Act, are not made available to the general public, their securities are not registered or required to be
registered under the Securities Act and Fund interests are privately placed to qualified investors in the
United States and elsewhere.

The investors participating in the Funds include, among others, individuals, other investment entities,
university endowments, family offices, trusts, estates or other corporations or business entities and
include, directly or indirectly, partners or other employees of BMC and its affiliates and members of
their families.

The Funds typically require capital commitments from each investor of at least $100,000, although
commitments of less than $100,000 have been accepted in the sole discretion of the applicable Fund’s
general partner.