GSAM Strategist Portfolios LLC

Item 5 – Fees and Compensation

COMPENSATION FOR ADVISORY SERVICES

Separately Managed Accounts
Clients generally pay advisory fees for separate account management based on a percentage of assets (generally of the net
asset value of the assets, or, with respect to certain Advisory Accounts, the book value or the levered or notional value of
the assets) in their Advisory Accounts. Certain clients also pay advisory fees for separate account management based on
other criteria, including, for example, based on the amount of assets a client determines to allocate to investments
recommended by GSAM in respect of a non-discretionary Advisory Account. In addition, certain clients pay a flat fee for
certain types of advisory services, such as asset allocation advice and the provision of model portfolios. The actual fees,
minimum fees and minimum account sizes for GSAM may be negotiated, and a client may pay more or less than the fees
set forth in this Brochure, or more or less than similar clients or clients invested in similar strategies. Amounts may vary as a
result of negotiations, discussions and/or factors such as the particular circumstances of the client, the size and scope of the
overall client relationship, client customization of the investment guidelines, additional or differing levels of servicing, or as
may be otherwise agreed with specific clients. Servicing arrangements such as reporting also varies among clients. In some

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  Goldman Sachs Asset Management                                                                       Form ADV  March 28, 2024

cases, clients with multiple Advisory Accounts may be able to aggregate accounts managed by GSAM within each product
or across Advisory Accounts, for purposes of applying lower fee rates at higher asset levels (referred to herein as
“breakpoints”) or reduced fee schedules. Registrants, in their discretion, with respect to certain clients, agree to lower fees,
waive minimums on fees, provide lowest available fee arrangements, or allow credits or offsets relating to certain types or
specified amounts of expenses. Clients that negotiate fees with differing breakpoints, including flat fees and performance-
based fees, may pay a higher fee than the fees set forth in this Brochure as a result of fluctuations in the amount of the
client’s assets under management and account performance.

Please see Appendix A for the fee schedules attributable to separately managed accounts advised by each of GSAMLP,
GSAM Private, GSAM SV, GSAMI, GSAMC, GSAMHK, and GSAMS. HFS, Aptitude, Rocaton and GSAMSP do not maintain a
standard fee schedule for separately managed accounts (or any other Advisory Accounts). Actual fees are individually
negotiated with each Advisory Account client, vary depending on a number of factors, including those described above, and
are set forth in the governing documents for the applicable Advisory Account.

In certain cases, GSAM is also compensated for performing diligence on, and advising clients whether or not to participate
in, potential investment opportunities for such clients’ Advisory Accounts that are not otherwise made available to other
Advisory Accounts or in which other Advisory Accounts do not otherwise participate. The compensation that GSAM
receives in respect of such diligence and advice will vary, and may be dependent on the clients’ determination to
participate in the potential investment opportunities.

Pooled Investment Vehicle Fees
GSAM acts as investment adviser to pooled investment vehicles such as mutual funds, collective investment trusts, private
investment funds, and other pooled investment vehicles (e.g., hedge funds, private equity funds, funds of funds, real estate
funds and business development companies). GSAM’s fees for such services are based on each investment vehicle’s
particular structure, investment process, and other factors. GSAM generally receives a management fee for management of
non-private investment funds and a management fee and an incentive fee or allocation (which, in certain cases, takes the
form of a carried interest and which, in certain cases, is received by an affiliate of GSAM) from each private investment fund
and business development company (other than certain categories of private investment funds, including XIG Program
Funds, long-only funds and liquid alternative funds). The amount and structure of the management fee, incentive fee
and/or allocation varies from fund to fund (and may vary significantly depending on the investment fund) and is set forth in
the prospectus or other relevant offering document for each fund. In certain cases, investors receive fee reductions of all or
a portion of the management fee (and/or incentive fee or allocation) attributable to an investor’s interest in the pooled
investment vehicle, or invest fee free in pooled investment vehicles and pay negotiated fees outside of the pooled
investment vehicle, which may be based on a separate fee schedule agreed upon by GSAM and/or its affiliates and the
applicable investor.

Certain of GSAM’s fee structures create an incentive for GSAM to cause the pooled investment vehicles to make
investments earlier in the life of such vehicle than otherwise would have been the case, redeploy investment proceeds in
order to receive ongoing asset-based fees, or defer the disposition of a poorly performing investment in order to defer any
potential clawback obligation, continue to receive asset-based management fees, or possibly receive a larger carried
interest and/or incentive allocation if the value of the investment increases in the future. GSAM receives similar fees from
other types of vehicles (e.g., securitization vehicles) in respect of the advisory services GSAM provides to such vehicles.
...

TYPES OF CLIENTS
GSAM provides investment solutions to a range of individual and institutional investors worldwide. GSAM’s clients include
individuals, families and family entities, banks and thrift institutions, pooled investment vehicles, pension and profit sharing
plans, trusts, estates, charitable organizations, insurance companies, corporations, and other business entities. In addition
to those types of clients, GSAM provides investment advice to U.S. and non-U.S. government entities, sovereign wealth
funds, local authorities and public international bodies, as well as mutual funds, closed end funds (including business
development companies), exchange traded funds, collective trusts, long-only pooled investment vehicles (direct and
Manager of Manager Accounts that are pooled investment vehicles), hedge funds (direct and funds-of-funds), private
equity funds, real estate funds, securitization vehicles and other private investment vehicles (e.g., XIG Program Funds).

GSAM also has client and other relationships with other entities, including special purpose acquisition vehicles, operating
companies, and commodity ETFs. GSAM provides various services to these entities, including management and other
services in relation to their business strategies and operations. GSAM (or an affiliate of GSAM) receives compensation in
exchange for these services, which may include asset and/or performance-based compensation or other forms of
compensation (e.g., equity interests in such entities). GSAM does not provide services to these entities pursuant to
investment advisory contracts and GSAM’s relationships with these clients are not investment advisory relationships. As a
result, investors in such entities generally do not have the protections of the substantive provisions of the Advisers Act and
may not have the protections of the substantive provisions of certain other laws and regulations. However, GSAM in its
discretion may, and in many cases does, operate such entities in accordance with, and take such entities into account for
purposes of, certain of the policies and procedures described herein. In particular, such entities generally receive
allocations of opportunities from GSAM, and generally are included in GSAM’s allocation procedures, as described above in
Item 6, Performance Based Fees and Side-By-Side Management—Side-By-Side Management of Advisory Accounts;
Allocation of Opportunities. In addition, GSAM’s activities on behalf of such entities in certain situations creates conflicts of

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  Goldman Sachs Asset Management                                                                       Form ADV  March 28, 2024

interest between such entities, on the one hand, and Advisory Accounts, on the other hand, that are the same as or similar
to the conflicts that arise between Advisory Accounts, or between an Advisory Account, on the one hand, and an Account,
on the other hand, as described in Item 6, Performance Based Fees and Side-By-Side Management and Item 11, Code of
Ethics, Participation or Interest in Client Transactions and Personal Trading.

ACCOUNT REQUIREMENTS
Except as described below with respect to Retail Managed Account Services Enrolled Participant Accounts, GSAM does not
generally impose a minimum dollar value of assets in order to open or maintain an account. However, GSAM does consider
the minimum annual fee an account is expected to generate when determining whether to open or maintain an account.
GSAM may take into account the dollar value of assets expected to be managed in an account, as well as the type of
investment strategy to be employed, in determining whether to open or maintain a separately managed account. Retail
Managed Account Services Enrolled Participant Accounts are subject to a minimum account size of $5,000, unless such
minimum is waived by GSAM in its sole discretion.

In the case of consulting or Wrap Programs sponsored by certain broker-dealers, GSAM generally requires clients to have
minimum assets under management of $100,000. The minimum account size applicable to GSAM clients with “dual
contract,” “single contract” or sub-advisory managed account arrangements may differ from that applicable to GSAM
clients participating in consulting or Wrap Programs.

To open or maintain an Advisory Account with GSAM, clients are required to sign an investment advisory agreement that,
among other things, describes the nature of the investment advisory authority given to GSAM. Under delegated authority
from one or more of its affiliates, GSAM also manages certain accounts of its affiliates’ clients and receives a portion of the
fee or other compensation paid by the client from the affiliate for such services. In such cases, the client will have entered
into an investment advisory agreement with Goldman Sachs or with GSAM’s affiliate and not GSAM.

In the case of certain separately managed accounts and private investment funds, U.S. investors must generally be
“accredited investors” as defined in Rule 501(a) of Regulation D under the U.S. Securities Act of 1933, as amended (the
“1933 Act”), “qualified purchasers” as defined in Section 2(a)(51)(A) of the Investment Company Act and “qualified eligible
persons” under Rule 4.7 of the U.S. Commodity Exchange Act, as amended. The minimum amount investors must invest in
such GSAM-managed funds and accounts is set forth in each such fund’s prospectus or other relevant offering document
and varies from fund to fund depending on the particular investment product. Such minimum amount is typically between
$500,000 and $25,000,000, although may be lower (as is the case for GSAM Employee Funds) or higher, and may be waived
in the discretion of a fund’s general partner, managing member, board of directors, or other managing body.