Gordian Advisors LLC

ITEM 5: FEES AND COMPENSATION

Gordian operates on a “fee-only” basis, which means that Gordian is compensated solely for its advice and receives no
compensation from the sale of any investments, products, or services nor from any transaction charges. The fees for a
managed or advisory portfolio are based either on a flat annual fee or on an annual percentage of managed assets, with
a minimum fee of $10,000 per year ($2,500 per quarter). On smaller accounts, the minimum annual fee may exceed the
1.0% annual percentage listed below. These fees are negotiable and Gordian may, at its discretion, charge a lower fee.

FEE SCHEDULE

In many circumstances, including most new clients, Gordian will charge a flat annual retainer fee for its investment
management and financial planning services. Services are billed in arrears at the end of each calendar quarter with a
minimum fee of $10,000 per year ($2,500 per quarter); there is no maximum fee. These fees are negotiable and Gordian
may, at its discretion, charge a lower fee. The fee is based on net worth, income, assets managed and the complexity of
the client's financial situation. If services begin on any day other than the first day of the quarter the fee for that period
will be prorated. The fee may be reviewed annually for significant changes in the client’s situation and will be adjusted
annually for inflation.

Annual asset-based management fees (which are negotiable) are based on the amount of assets under management as
follows:

                    From             To              Fee %
                     $0           $500,000           1.00%
     Plus         $500,000       $1,000,000          0.80%
     Plus        $1,000,000      $3,000,000          0.60%

Fees on portfolios over $3 million are negotiable.

(Clients of Gordian Advisors who entered into a management agreement prior to June 29, 2010 may be charged under the
terms described in Gordian's Form ADV disclosure in effect at that time. Likewise, clients who entered into a management
agreement between June 29, 2010 and February 28, 2018 may be charged under the terms described in Gordian's Form
ADV disclosure in effect at that time. All clients who entered a management agreement prior to March 1, 2018 are charged
fees equal to or less than the fee schedule above.)

Multiple accounts within the same household may be aggregated in determining the fee.

This “tiered” fee schedule is intended to accommodate fluctuating portfolio values. For example, a portfolio of $1,500,000
would pay an annual fee of $12,000 (1.0% on the first $500,000, 0.8% on the next $500,000 and 0.6% on the remaining
$500,000) for a total fee of 0.80% of the total portfolio value.

Gordian may maintain cash and cash equivalent positions in a portfolio to ensure the proper portfolio allocation, to
provide a buffer for market volatility and to provide liquidity for withdrawals from the portfolio. Unless otherwise agreed,
all such cash positions will be included in assets under management for purposes of the investment advisory fee.

The fee for comprehensive financial plans, portfolio consulting and other project work is either billed at $200 per hour or
performed on a “flat fee” basis in agreement with the client.

For all services, lower fees for comparable services may be available from other sources.

FEE PAYMENT AND BILLING

Clients may choose whether to have fees deducted from their accounts or to be billed for fees incurred. Fees are charged
quarterly, in arrears, based on the quarter-end account balance. If management or advisory services are provided for a
partial period, the fee will be pro-rated.

Services performed on an hourly or project basis are billed as completed.

OTHER FEES

Clients will pay other fees such as custodian fees, mutual fund expenses, brokerage fees and other transaction costs.
Gordian receives no compensation whatsoever from any of these fees. Please refer to Brokerage Practices section for
more information.

RETIREMENT PLAN ROLLOVERS

When Gordian provides investment advice regarding retirement plan accounts or individual retirement accounts,
Gordian is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal

Revenue Code, as applicable, which are laws governing retirement accounts. The way Gordian makes money may create
some conflicts with client interests, so Gordian operates under a special rule that requires Gordian to act in clients’ best
interest and not put Gordian’s interests ahead of clients.

Under this special rule’s provisions, Gordian must:
   • Meet a professional standard of care when making investment recommendations (give prudent advice);
   • Never put Gordian’s financial interests ahead of clients when making recommendations (give loyal advice);
   • Avoid misleading statements about conflicts of interest, fees, and investments;
   • Follow policies and procedures designed to ensure that the advice is in the client’s best interest;
   • Charge no more than is reasonable for our services; and
   • Give clients basic information about conflicts of interest.

A client or prospective client leaving an employer has several options for their company retirement plan, which may
include leaving the assets in the plan, moving to another employer’s plan, moving the assets to an Individual Retirement
Arrangement (IRA) or withdrawing the assets altogether (which could have adverse tax consequences). Gordian reviews
all these options with the client or prospective client including the costs and administrative and investment impact of
each. The same consideration applies when rolling over assets from one IRA to another. If Gordian recommends that the
client roll over the retirement plan assets into an account managed by Gordian, such a recommendation creates a conflict
of interest if Gordian will earn additional fees on the rolled over assets. No client is under any obligation to roll over any
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ITEM 7: TYPES OF CLIENTS

Gordian generally provides investment advice to individuals, high net-worth individuals, trusts and retirement plans.
Gordian requires a minimum account size of $800,000 for a managed account. This minimum requirement may be waived
at the discretion of Mr. Hamra, Mr. Smirnov and Mr. Matchett-Robles. Consulting and project services have no minimum
asset requirement.