Brown Advisory LLC

Item 5 – Fees and Compensation and Item 14 – Client Referrals and Other Compensation below,
we do not receive, directly or indirectly, any portion of these fees charged to the client. They are
paid to the client’s broker, custodian or the mutual fund(s) or other investment(s) the client
holds. These fees include brokerage commissions, transaction fees, exchange fees, regulatory
fees, advisory fees and administrative fees charged by mutual funds, ETFs, private funds or
private equity vehicles, custodial fees, deferred sales charges on mutual funds or annuities, odd-
lot differentials, transfer taxes, wire transfer and electronic fund processing fees, legal fees and
commissions or mark-ups/mark-downs on security transactions.

COMPENSATION FOR SALE OF SECURITIES OR OTHER INVESTMENT PRODUCTS AND CONFLICTS OF INTEREST
We compensate employees for business development activity, including the attraction or
retention of client assets. In addition, certain colleagues receive a year-end incentive that is
derived from the accounts they manage. Several advisory board members have agreements
under which they may be compensated for referring potential clients to Brown Advisory. Certain
employees are eligible to receive performance-based compensation for certain transactions
initiated and executed by the Venture Capital team. This compensation arrangement has the
potential to incentivize members of the applicable investment teams to pursue certain
transactions. The performance bonus portion of a portfolio manager’s compensation is based
primarily on the overall performance returns of the portfolios they manage and secondarily on
their ability to retain and grow client assets. These factors are used to establish each manager’s
portion of the bonus pool. The size of the bonus pool is determined each year based upon the
profitability of the firm. Additionally, equity is a vital part of the overall compensation mix. Brown
Advisory awards equity to investment professionals in order to align our interests with those of
our clients, as we believe that equity in an investment management firm is ultimately an
investment in the performance of the underlying securities in clients’ portfolios.

FEES FROM AFFILIATED FUNDS
If Brown Advisory manages a balanced account for a client, and in other circumstances, both
affiliated and unaffiliated registered and private funds may be used or recommended. Fees and
expenses associated with these vehicles are detailed in the corresponding prospectuses and fund
offering documents. When clients hold Brown Advisory-sponsored mutual funds and/or ETFs in
an account that is charged an investment advisory fee by Brown Advisory or any of its affiliates,
Brown Advisory has policies and procedures in place designed to ensure that a client is credited
its approximate pro-rata share of the management fee paid to Brown Advisory by the affiliated
mutual fund or ETF as an offset against, and to the extent of, the client’s investment advisory fee
for the applicable billing period, unless otherwise noted in the fund’s prospectus or offering
document or otherwise negotiated. Exceptions to this practice apply if a fund is operating over
its expense cap or to the extent that the allocable share of the management fee to be deducted

exceeds the client’s investment advisory fee for the applicable billing period. In cases where any
such mutual fund or ETF has exceeded its expense cap, the firm will cover the excess expenses
and reduce the quarterly rebate to clients to the extent of the expenses incurred by the affiliated
mutual fund or ETF. If the firm subsequently is able to recoup any such expenses allocable to an
affiliated mutual fund or ETF in excess of an expense cap, the firm will not increase the offset
amount over the investment advisory fee; these recouped expenses will be borne by the client.

Clients paying a Brown Advisory account-level investment advisory fee typically receive an offset
in an amount approximately equal to the client’s allocable share of management fees charged by
firm-sponsored mutual funds and ETFs in which the client invests, up to the amount of the
applicable account-level investment advisory fee. Typically, these fees are calculated and accrued
on a daily basis, while any such fee offsetting occurs on a quarterly basis consistent with
applicable rebates.

Brown Advisory benefits financially from investments in our proprietary products. Within mutual
funds, other fees, including business management or shareholder servicing fees (i.e.,
administrative services fees) are charged as described in the prospectus and SAI. Shareholder
servicing fees are utilized to cover expenses related to ongoing servicing of existing
shareholders. The business management fees are utilized to offset business related expenses
incurred by such funds; some examples of these expenses include but are not limited to Board of
Trustee relations, officer functions, technology expenses, and overhead. Brown Advisory also
may benefit indirectly from investments in our proprietary products by receiving beneficial terms
from service providers to such products, where those service providers are engaged by Brown
Advisory in other capacities.

To determine shareholder servicing fees, the firm classifies its internally managed and
sub‑advised mutual funds into two categories, using each fund’s inception date as the basis for
classification. For mutual funds launched before 2013, Brown Advisory generally provides fee
offsets against shareholder servicing fees to ensure the client’s net expense ratio is aligned with
the lowest available share‑class (i.e., Institutional share class). For funds launched in 2013 or
after, clients are typically invested in the share class that offers the lowest available net expense.
Certain custodians do not offer the lowest fee share classes offered in Brown Advisory’s mutual
funds and sub-advised mutual funds on their platforms. In these cases, clients will be invested in
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ITEM 7 TYPES OF CLIENTS
We typically provide investment management services to individuals and institutions. These
include:
    1. High net worth individuals and families
    2. Pooled vehicles, including registered investment companies, UCITS, collective investment
        trusts and private funds
    3. Endowments
    4. Foundations
    5. Charitable organizations
    6. Public/government-related clients
    7. Pension and profit-sharing plans
    8. Insurance companies
    9. Corporations and other businesses
    10. Individual retirement plans
    11. Trusts
    12. Estates
    13. Religious institutions
    14. Other taxable individual accounts