Fell Capital Management

Item 5 – Fees and Compensation

Fell Capital Management offers two primary options for client account billing

Option 1: Percentage Fee. Investment advisory fees are billed quarterly, in arrears based on the
market value of the client’s account(s). Minimum fees may apply. All fees are subject to negotiation.
Our typical fee structure is as follows:

        First         $ 500,000         1.50%   per year
        Next          $ 500,000         1.25%   per year
        Next          $1,000,000        1.00%   per year
        Over          $2,000,000        0.75%   per year

        Minimum Fee                     $3,000 per year

Option 2: Performance Based Fees. See Section 6.

The specific manner in which fees are charged by Fell Capital Management is established in a client’s
written agreement with Fell Capital Management. Clients may elect to be billed directly for fees or to
authorize Fell Capital Management to directly debit fees from client accounts. Accounts initiated or
terminated during a billing period will be charged a prorated fee. Upon termination of any account,
any prepaid, unearned fees will be promptly refunded, and any earned, unpaid fees will be due and
payable.

Fell Capital Management’s fees are exclusive of brokerage commissions, transaction fees, and other
related costs and expenses which may be incurred by the client. Clients may incur certain charges
imposed by custodians, brokers, third party investment and other third parties such as fees charged
by managers, custodial fees, deferred sales charges, odd-lot differentials, transfer taxes, wire transfer
and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions.

Mutual funds and exchange traded funds also charge internal management fees, which are disclosed
in a fund’s prospectus.

Such charges, fees and commissions are exclusive of and in addition to Fell Capital Management’s
fee, and Fell Capital Management shall not receive any portion of these commissions, fees, and
costs.

Item 12 further describes the factors that Fell Capital Management considers in selecting or
recommending broker-dealers for client transactions and determining the reasonableness of their
compensation (e.g., commissions).

Item 7 – Types of Clients

Fell Capital Management provides investment advisory and supervisory services to individuals,
trusts, and corporate pension and profit-sharing plans.