Gragg & Gragg LLP

Item 5 – Fees and Compensation
All fees are subject to negotiation. All fees are calculated on assets under management and are not charged
based on a share of capital gains upon or capital appreciation of the funds or any portion of the funds of an
advisory client [SEC Rule 205 (a)(I)]. Fees for financial planning and consulting will be charged either on an
hourly basis or fixed fee basis. Gragg Financial may waive the financial planning and consulting fee for those
clients who select Gragg Financial for money management services.

The specific manner in which fees are charged by Gragg Financial is established in a client’s written
agreement with Gragg Financial. Gragg Financial will generally bill its fees on a quarterly basis. Clients may
also elect to be billed directly for fees or to authorize Gragg Financial to directly debit fees from client
accounts. Management fees shall not be prorated for each capital contribution and withdrawal made during
the applicable calendar quarter. Accounts initiated or terminated during a calendar quarter 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. The client has the right to terminate an agreement without
penalty within five business days after entering into the agreement.

Gragg Financial fees are exclusive of brokerage commissions, transaction fees, and other related costs and
expenses which shall 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 the fund’s prospectus. Such charges, fees and
commissions are exclusive of and in addition to Gragg Financial, and Gragg Financial shall not receive any
portion of these commissions, fees, and costs.

Gragg Financial follows the guidelines set by the Securities and Exchange Commission for directly debiting
advisory fees from client custodial accounts to ensure that Gragg Financial will not be deemed to have
custody of client funds and/or securities regarding the practice of direct debiting.

Clients will be invoiced in advance at the beginning of each calendar quarter, based upon the month-end
values (market value or fair market value in the absence of market value, plus any margin balance) of the
client's account during the previous quarter. The value of the portfolio is determined on the nearest valuation
date preceding the end of the quarter, which valuation date is defined as the last day of the month.

Management of the accounts and the fee commence upon the signing of the agreement, unless otherwise
agreed upon. If the agreement commences other than at the beginning of a quarter, a pro rata charge will be
made for the initial period the portfolio is under the advisor's management prior to the beginning of a quarter
on the amount agreed upon.

Management fees do not include wire fees, margin interest, overnight or registered postage charges, mutual
fund sales charges, IRA custodial fees or transaction charges. These fees are charged to the client directly by
the mutual fund or custodian when incurred.

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

All fees paid to Gragg Financial for investment advisory services are separate and distinct from the fees and
expenses charged by mutual funds to their shareholders. These fees and expenses are described in each
fund's prospectus. These fees will generally include a management fee, other fund expenses, and a possible
distribution fee. If the fund also imposes sales charges, a client may pay an initial or deferred sales charge. A
client could invest in a mutual fund directly, without the services of Gragg Financial. In that case, the client
would not receive the services provided by Gragg Financial which are designed, among other things, to assist
the client in determining which mutual fund or funds are most appropriate to each client's financial condition
and objectives. Accordingly, the client should review both the fees charged by the funds and the fees charged
by Gragg Financial to fully understand the total amount of fees to be paid by the client and to thereby evaluate
the advisory services being provided. When appropriate to the needs of the client, Gragg Financial may
recommend the use of trading (securities sold within 30 days), margin strategies, or option writing. Because
these investment strategies involve certain additional degrees of risk, they will only be recommended when
consistent with the client's stated tolerance for risk.

CPAlliancetm Investment Supervisory Services:
The annual fee for investment supervisory services will be charged as a percentage of assets under
management, according to the schedule below:

Equity Portfolio
Assets under management                                                   CPS        G&G      Total
The portion of assets up to $3,000,000                                   0.25%     1.25%    1.500%
The portion of assets between $3,000,000 and $5,000,000                  0.25%     0.75%    1.000%
The portion of assets greater than $5,000,000                            0.25%     0.50%    0.750%

For accounts prior to March of 2012, Gragg Financials ’s portion of these amounts was (and remains)
approximately 50% of the total fee and CPS’ is approximately 50%. For accounts initiated between March of

2012 and January of 2018 Gragg Financials’ portion was (and remains) approximately 57% of the total fee
...

Item 7 – Types of Clients
Gragg Financial generally provides portfolio management services to high-net-worth individuals, individuals,
corporations, corporate pension and profit‐sharing plans, charitable institutions, foundations, endowments,
municipalities, and other U.S. institutions.