Hood River Capital Management LLC

Item 5 – Fees and Compensation

Fee Schedule
The following information addresses the fee structure of the various strategies Hood River manages. The
annual separate account fee schedule for Hood River’s strategies are:

Small-Cap Growth:
Market Value of Assets in Account:       Annual Fee:
First $50 million                        1.00%
Next $50 million                         0.90%
Over $100 million                        0.80%

New Opportunities (f/k/a Small/Mid-Cap Growth):
Market Value of Assets in Account:   Annual Fee:
First $90 million                    0.75%
Over $90 million                     0.65%

Fees for the MDP Hood River Small Cap Growth Fund, MDP Hood River International Opportunity Fund,
MDP Hood River New Opportunities Fund, and MDP Hood River Emerging Markets Fund are provided in
the respective Fund’s prospectus.

Fees for the Hood River Collective Investment Trust are provided in the Trust’s Disclosure Memorandum.

Fees for the Private Funds are provided in the respective Fund’s offering documents and/or governing
documents.

Special circumstances cause fees to vary from the above schedule. Hood River may group multiple
accounts of one client relationship together for purposes of calculating the fee. Hood River reserves the
right to negotiate fees with clients and may charge higher or lower fees than those described above. Hood
River reserves the right to manage the accounts of its employees and their family members at lower fees
or at no charge. In addition, Hood River may occasionally provide its services on a pro bono basis for
charitable or other reasons. These accounts are treated as any other client.

Billing Method

Separately Managed Accounts
The specific manner in which Hood River charges its fees is defined in each client’s written investment
advisory agreement. Fees are billed in advance or arrears, quarterly or monthly, depending on the client’s
fee agreement. Hood River will generally bill its fees on a quarterly basis. Additionally, clients may instruct
their account custodian to pay Hood River’s fees from their client account(s) or receive a bill directly.

Accounts initiated or terminated during a calendar quarter will be charged a prorated fee. Upon
termination of any account, any pre-paid, unearned fees will be promptly returned and any earned,
unpaid fees will be due and payable. Client accounts generally can be terminated upon a 30-day written
notice and a pro rata refund will be given, but Hood River may terminate an account in less than 30 days
upon a client’s request. Generally, Hood River may terminate the accounts of clients who open a margin

account or an account that has check writing privileges because of the reconciliation, available cash and
performance measurement difficulties such accounts create. Hood River will give such clients a 30-day
prior written notice of its intent to terminate the account. On a case-by-case basis, Hood River has
permitted clients to have a margin or check writing account in its sole discretion. If a client moves his or
her account to a different broker-dealer or custodian, Hood River reserves the right to terminate its
agreement with the client.

Multiple Fees
Hood River does not generally invest in mutual funds for its client’s separate accounts. However, if a
client’s portfolio holds mutual funds or money market funds, the client will be paying two fees for the
management of these assets, one to Hood River and one to the money market or mutual fund manager.

Other Fees and Compensation

Registered Funds
Hood River serves as investment adviser to MDP Hood River Small-Cap Growth Fund, MDP Hood River
International Opportunity Fund, MDP Hood River New Opportunities Fund, and MDP Hood River Emerging
Markets Fund. As the investment adviser, Hood River receives an annual fee from the Funds based on the
percentage of average daily net assets. Fee information is described in the respective Fund’s prospectus
and Statement of Additional Information and is available online at https://hoodrivercapital.com/mutual-
funds/.

Collective Investment Trusts
Hood River serves as investment adviser to the Hood River Collective Investment Trust. The Trustee Fee,
a portion of which is allocated to Hood River as adviser, is detailed in Appendix A of the Disclosure
Memorandum for the relevant share class of the Trust.

Private Funds
Hood River charges its Private Fund clients annual management fees (collectively, “Management Fees”).
Details regarding the amount and calculation of each Private Fund’s Management Fee are included in the
Private Fund’s offering documents and/or governing documents. Management fees are generally equal
to a percentage of the applicable Private Fund’s aggregate capital contributions, capital commitments, or
invested capital, and are typically payable in advance, in quarterly installments (prorated for any partial
quarter).

In addition, affiliates of Hood River are typically entitled to performance-based compensation with respect
to each Private Fund, such as carried interest, incentive allocations or similar performance compensation
arrangements (collectively, “Carried Interest”). Such compensation arrangements are described in the
applicable governing documents and offering documents for each Private Fund.

In addition to Management Fees and Carried Interest, the Private Funds generally bear certain fund
expenses, including, without limitation, organizational expenses, legal expenses, audit and tax expenses,
administration expenses, compliance expenses, custodial expenses, transaction expenses, banking fees,
portfolio company expenses, broken-deal expenses, research expenses, consulting expenses, valuation
expenses, insurance costs and other operating expenses as set forth in the applicable Private Fund’s
governing documents and/or offering documents.

Certain Private Funds may offer different fee arrangements, including, without limitation, waived or
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Item 7 – Types of Clients

Hood River provides investment advisory services to a variety of clients including pension and profit-
sharing plans, trusts, estates, charitable organizations, public funds, corporations, endowments,
foundations, Taft Hartley plans and high-net-worth individuals. Hood River also acts as investment adviser
to MDP Hood River Small-Cap Growth Fund, MDP Hood River International Opportunity Fund, MDP Hood
River New Opportunities Fund, MDP Hood River Emerging Markets Fund, and the Hood River Collective
Investment Trust. Hood River also provides advisory services to Private Funds, whose investors include
accredited investors, qualified clients, qualified purchasers, institutional investors, family offices and other
eligible investors, subject to applicable offering and eligibility requirements as described in the applicable
Private Fund’s offering documents.

Hood River acts as adviser or may act as sub-adviser to pooled investment vehicles, limited partnerships,
or limited liability companies managed by unaffiliated third parties.

The minimum account size is $5,000,000 for all separate account strategies. However, the minimum
account size may be waived at the discretion of an authorized officer of Hood River. Hood River retains
the right to refuse to accept any account for any reason. The minimum account size for the mutual funds
is detailed in the respective fund’s prospectus. The minimum account size for Private Funds is detailed in
each Private Fund’s offering documents.