Highpass Asset Management LLC

Item 5. Fees and Compensation
         HPAM offers its services on a fee basis, which include hourly and/or fixed fees, as well as fees based
         upon assets under management.

         Financial Planning Fees

         HPAM charges a fixed fee or hourly fee for financial planning services. These fees are negotiable, but
         generally range from $5,000 to $20,000 on a fixed fee basis or are charged at a flat fee of $750 on an
         hourly rate basis, depending upon the level and scope of the services provided. If the client engages the
         Firm for additional investment advisory services, the Firm may offset all or a portion of its fees for those
         services based upon the amount paid for the financial planning services.

         Prior to engaging HPAM to provide financial planning services, the client is required to enter into a written
         agreement with HPAM setting forth the terms and conditions of the engagement. Generally, the Firm
         requires one-half of the financial planning fee (estimated hourly or fixed) payable upon entering the
         written agreement. The balance is generally due upon delivery of the financial plan or completion of the
         agree upon services. HPAM renders financial planning services within size months of entering into the
         written agreement.

         Wealth Management Fees

         HPAM provides Wealth Management services for an annual fee based upon a percentage of the market
         value of the assets being managed by HPAM. This asset-based fee may include certain of the financial
         planning services described in Item 4 above, as part of the Firm’s Wealth Management Services.
         HPAM’s annual fee is exclusive of, and in addition to brokerage commissions, transaction fees and other
         related costs and expenses which are incurred by the client. HPAM does not, however, receive any
         portion of these commissions, fees and costs. HPAM’s annual fee is prorated and charged quarterly, in
         advance, based upon the market value of the assets being managed by HPAM on the last day of the
         previous quarter. As of February 15, 2026, the annual fee is 1% of assets under management, which is
         negotiable depending upon the factors listed below and at the discretion of HPAM. The Firm includes
         cash in a client’s account in determining the valuation for billing purposes. The Firm may, in its sole
         discretion, not include cash in determining the fee, especially where a client has a high percentage of
         cash for reasons other than the Firm's investment management decision.

         HighPass Asset Management LLC                                            Disclosure Brochure

         Tax Preparation and Filing Fees

         As of February 2026, clients who choose to engage HPAM for tax preparation and filing services will pay
         a fixed fee for our Annual Income Tax Return Preparation Service of $500.00 per return. The fee will be
         debited from your brokerage account after the tax return has been prepared and filed with the taxing
         authorities.

         Fee Discretion

         HPAM, in its sole discretion, may negotiate to charge a lesser management fee based upon certain
         factors including legacy positions, services provided by HPAM, the investment adviser representative
         providing the advisory services, anticipated future earning capacity, anticipated future additional assets,
         dollar amount of assets to be managed, related accounts, account composition and complexity, pre-
         existing client, account retention and pro bono activities.

         Fees Charged by Financial Institutions

         As further discussed in response to Item 12 (below), HPAM recommends that clients utilize the brokerage
         and clearing services of Fidelity Institutional Wealth Services (“Fidelity”) for management accounts.

         HPAM may only implement its investment management recommendations after the client has arranged
         for and furnished HPAM with all information and authorization regarding accounts with appropriate
         financial institutions. Financial institutions include, but are not limited to, Fidelity, any other broker-dealer
         recommended by HPAM, broker-dealer directed by the client, trust companies, banks, etc. (collectively
         referred to herein as the “Financial Institutions”).

         Clients may incur certain charges imposed by the Financial Institutions and other third parties such as
         custodial fees, charges imposed directly by a mutual fund or ETF in the account, which are disclosed in
         the fund’s prospectus (e.g., fund management fees and other fund expenses), 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. Additionally, for assets outside of any wrap fee
         programs, clients may incur brokerage commissions and transaction fees. Such charges, fees and
         commissions are exclusive of and in addition to HPAM’s fee.

         Fee Debit

         HPAM’s Agreement and the separate agreement with any Financial Institutions may authorize the Firm to
         debit the client’s account for the amount of HPAM’s fee and to directly remit that management fee to
         HPAM. Any Financial Institutions recommended by HPAM have agreed to send a statement to the client,
         at least quarterly, indicating all amounts disbursed from the account including the amount of management
         fees paid directly to HPAM. Alternatively, instead of permitting the Firm to debit their account for
         management fees or the fee for Annual Income Tax Return Preparation Service, clients may elect to have
         HPAM send an invoice for payment.
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Item 7. Types of Clients
         HPAM provides its services to high net worth families, individuals, pension and profit sharing plans as
         well as trusts and estates.

         Minimum Account Size

         As a condition for starting and maintaining a relationship, HPAM imposes a minimum portfolio size of
         $1,000,000. HPAM, in its sole discretion, may accept clients with smaller portfolios based upon certain
         criteria including anticipated future earning capacity, anticipated future additional assets, dollar amount of
         assets to be managed, related accounts, account composition, pre-existing client, account retention and
         pro bono activities. The Firm only accepts clients with less than the minimum portfolio size if, at the sole
         discretion of HPAM, the smaller portfolio size will not cause a substantial increase of investment risk
         beyond the client’s identified risk tolerance. HPAM may aggregate the portfolios of family members to
         meet the minimum portfolio size. Certain legacy clients may also be subject to a smaller minimum
         account size.

          HighPass Asset Management LLC                                                 Disclosure Brochure