Geode Capital Management LLC

Item 5 – Fees and Compensation
All management fees charged by Geode are subject to negotiation.

For Funds and certain other accounts, Geode charges a fixed fee or an asset-based fee determined by the
investment strategy utilized and based on the Fund’s or other account’s average net assets. In most

GEODE CAPITAL MANAGEMENT, LLC                                                                             5

circumstances, the management fee is accrued on a daily basis and collected monthly or quarterly. The
annualized management fee rates generally range from 0.01% to 0.20% for equity index portfolios and
0.10% to 0.75% for commodity and options portfolios, based on investment strategy, and may be on a
tiered fee structure by net asset levels. Some of these fee arrangements aggregate net assets across
multiple client accounts and may include a minimum annual fee. Geode may also enter into agreements
to waive a portion of management fees based on certain net asset levels.

Geode’s compensation for Separate Accounts is generally based on an annual percentage of assets under
management and is typically calculated and payable monthly, in arrears, based on the total market value
of the account (including cash, cash equivalents and accrued interest). These fee arrangements may
aggregate net assets across multiple client accounts and may include a minimum annual fee.

Generally, investment management agreements (“IMAs”) can be terminated by either party upon 60 days
written notice without the imposition of any penalty. Under certain circumstances, clients may terminate
a contract upon written notice. Where advisory fees are payable in arrears, no refund of advisory fees
will typically be necessary. Where Geode and the client determine to make fees payable in advance, upon
termination of the advisory contracts, Geode will refund the pro-rata, unearned portion of the prepaid
advisory fees. Geode has advisory contracts with terms that vary from the terms described above.

The specific manner in which fees are charged by Geode is established in a client’s written agreement
with Geode. Geode will generally bill its fees on a monthly or quarterly basis. Clients may elect to be
billed in advance or arrears. Clients may also elect to be billed directly for fees. Management fees shall
be prorated for each capital contribution and withdrawal made during the applicable billing period (with
the exception of de minimis contributions and withdrawals). Client Accounts initiated or terminated
during a calendar quarter will also be charged a prorated fee. Upon termination of an account, any
prepaid, unearned fees will be promptly refunded, and any earned, unpaid fees will be due and payable.

Geode’s fees are exclusive of brokerage commissions, transaction fees, and other related costs and
expenses which are typically incurred by the client. Clients will incur certain charges imposed by
custodians, brokers, and other third parties which include, but are not limited to, fees charged by advisers,
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. (See Item 12 of
this Brochure for more information on brokerage practices.) Mutual Funds and ETFs sometimes charge
internal fees, which are disclosed in a fund’s prospectus or offering document. Such charges, fees and
commissions are exclusive of and in addition to Geode’s advisory fee, and Geode does not receive any of
the foregoing commissions, fees, or costs.

Item 7 – Types of Clients
Geode provides portfolio management investment advisory services on a discretionary basis to a wide
range of institutional clients including, but not limited to, Mutual Funds, ETFs, banks, corporations, trusts,
registered investment advisers, Separate Accounts, and other pooled investment vehicles.

Geode requires different minimum investment amounts based on investment strategy and type of Client
Account. Geode, in its discretion, may lower the minimum investment amounts due to a number of
considerations, including pre-existing relationships with the client or its affiliate or consultant, as well as
for growth potential, for example.