Fiduciary Management Inc

Item 5                    Fees and Compensation

SEPARATELY MANAGED ACCOUNTS
The management fees for our separately managed accounts are payable quarterly in arrears for all new
clients. Some legacy clients are billed in advance. For these clients, in the event of termination of our
services, any unearned portion of fees previously paid is prorated and fully refundable to the client. For
most clients, we calculate our fees based on the market value of the assets in the client’s account at the end
of each quarter. FMI provides clients with an invoice after the end of each quarter showing the market value
of the assets at quarter-end on which the fee is based, the calculation of the fee based on the fee schedule
specific to that account, and the total amount of the management fee due. Clients may choose to have their
fees automatically deducted from their accounts. For fees that are automatically deducted in this manner,
we will submit our invoice directly to the client’s custodian for payment. Fees for partial periods are
prorated.

Our fee schedules vary by investment strategy. Below are our standard annual fee schedules:

                                  SEPARATELY MANAGED ACCOUNTS
                              Large       Small        All                                        Focused
           Tier                                                 International       Global
                               Cap         Cap         Cap                                         Global
     First $25 million        0.55%       0.85%      0.65%         0.70%            0.60%          0.65%

    $25 - $50 million         0.50%       0.80%      0.55%         0.65%            0.55%          0.60%

    $50 - $100 million        0.45%       0.70%      0.50%         0.60%            0.50%          0.55%

   Above $100 million         0.35%       0.60%      0.45%         0.55%            0.45%          0.50%

FMI reserves the right to negotiate fees based on the size and the nature of the account. Our fee schedules
have changed from their original levels and some clients are paying fees under prior agreements. The fees
that we charge for investment management services are specified in an agreement between FMI and each
individual client.

Outside the context of Wrap and UMA programs, FMI generally requires a minimum of $3 million in assets
to establish a Large Cap, Small Cap, All Cap, Global and Focus Global discretionary account. High net
worth individuals may establish an account with a minimum of $1 million, however, the firm reserves the
right to charge a minimum dollar fee for high net worth individuals depending on the client servicing
involved. The minimum account sizes do not apply to new accounts for which there is a corporate, family,
or other substantial relationship to existing accounts. FMI generally requires a minimum of $10 million in
assets to establish an International discretionary account. In addition, FMI reserves the right to waive the
minimum account size and minimum annual fee under certain circumstances.

Fiduciary Management, Inc.
Form ADV Part 2A – Disclosure Brochure                                                                  Page 5

MUTUAL FUNDS
FMI receives investment management fees as the investment adviser to the FMI Large Cap Fund (FMIHX
/ FMIQX), FMI Common Stock Fund (FMIMX / FMIUX), FMI International Fund (FMIJX / FMIYX),
FMI International Fund II – Currency Unhedged (FMIFX) and the FMI Global Fund (FMIGX), each of
which is a series of FMI Funds, Inc., a registered investment company (i.e., mutual fund) (the “FMI Funds”).
More details about the services we provide and the fees we receive from the FMI Funds can be found in the
registration statements and/or financial filings of these funds, which are available at www.sec.gov.

In the event all or a portion of a client’s account is invested in one or more of the FMI Funds, FMI will not
charge a separate management fee with respect to those assets. FMI will, however, receive an investment
management fee from the funds on those assets.

OTHER FEES AND EXPENSES
In addition to the fees paid to FMI, clients may also incur certain charges imposed by third parties, such as
broker-dealers, custodians, trust companies, banks and other financial institutions. These additional charges
may include securities brokerage commissions, transaction fees, custodial fees, charges imposed directly
by a mutual fund in which a client’s account invests, as disclosed in the fund’s prospectus (e.g., fund
management fees and other fund expenses), transfer taxes, wire transfer and electronic fund fees and other
fees and taxes on brokerage accounts and securities transactions. Such charges and fees are in addition to
FMI’s fee.

ADDITIONAL COMPENSATION
FMI and its employees do not accept compensation from any person or entity for the sale of securities or
other investment products.

Item 7                    Types of Clients

FMI manages assets for domestic and international institutions, individual investors, Registered Investment
Advisers through separately managed accounts and the FMI Family of Funds. Specifically, FMI manages
assets for high net worth individuals, advisors, and institutional investors including Registered Investment
Companies, private investment funds, financial institutions, charitable institutions, endowments and
foundations, municipalities, corporations, corporate pension and profit-sharing plans, and Taft-Hartley
plans.

Information regarding accounts minimums is provided in Item 5.

Fiduciary Management, Inc.
Form ADV Part 2A – Disclosure Brochure                                                                 Page 6