Innealta Capital LLC

Item 5 Fees and Compensation

In consideration for Innealta’s investment advisory and other services, Innealta generally is entitled to
receive management fees, and may in the future receive performance allocations, with respect to certain
Clients. While the fees and compensation applicable to each Client are described in detail in the applicable
governing documents and/or Management Agreements, an overview of Innealta’s basic fee schedule is
summarized below. A potential investor should read and review all governing documents in their entirety
before making any investment decisions.

Advisory Services Compensation

Innealta’s fees generally depend on the services being provided and vary from product to product based on
a variety of factors, including but not limited to, the investment mandate or strategy, investment vehicle,
degree of servicing required, account/relationship size, market-place conditions, and other factors Innealta
deems relevant. For investment management services, fees typically are expressed as a percentage of the
assets under management. To the extent permitted under the Advisers Act, or the applicable provisions of
the 1940 Act, in the case of investment companies registered under the 1940 Act, Innealta may negotiate
and charge performance fees or special allocations, as well as asset-based fees. Clients who negotiate

performance-based fees typically pay a lower base management fee. In addition, fees and allocations may
be fixed, fixed plus performance, or performance only. See Item 6 – Performance-Based Fees and Side-By-
Side Management of this Brochure for more information about performance-based fees.

Innealta’s investment management fees are typically calculated as a percentage of the market value of a
Client’s assets under management in accordance with its contractual agreements. Fee breakpoints may be
available for certain strategies and product types. Innealta’s standard fee schedules, which are subject to
change and may be negotiated, are described below under “Fee Schedules”. Existing Clients may have
different fee arrangements from those described in under Fee Schedules. To the extent Innealta engages a
sub-adviser, it will pay the sub-adviser a portion of the management fee that Clients pay to Innealta.
Innealta’s Clients do not pay any fees, commissions, or expenses directly to sub-advisers.

Innealta may, in its sole discretion, charge lower management fees or waive account minimums based on
certain criteria including product type, investment strategy, client type, client domicile, services provided,
the client’s historical relationship with Innealta, number of related investment accounts, account
composition or size, anticipated future earning capacity, current and anticipated future assets under
management, marketplace considerations, early adoption of an investment strategy or investment in a
particular vehicle, client’s operational or investment limitations or restrictions, level of client servicing
required, and other factors Innealta deems relevant. Innealta, in its sole discretion, may also waive or charge
lower management and/or performance fees and waive account minimums for employees, including
portfolio managers, affiliates, or relatives of such persons. Assets from related accounts in similar
investment vehicles may be aggregated for fee calculation purposes according to Innealta’s policies and
procedures.

Innealta may be limited in its ability to negotiate fees due, in part, to existing Client contracts, which require
equivalent pricing. Under the terms of these agreements, Innealta is generally required to charge the same
fee schedule to similarly-situated Clients. Generally, Innealta considers Clients to be similarly-situated if
they are domiciled in the same country, are in the same investment vehicle managed as a component of the
same investment composite, are of the same client type, require a similar level of client servicing, and have
a similar account size, among other factors Innealta deems relevant.

To the extent fees are negotiable, certain Clients may pay more or less than other Clients for the same
management services. In cases where a consulting or referral arrangements are in place in which broker-
dealers, investment advisers, trust companies, and other providers of financial services typically provide
Clients with services that complement or supplement Innealta’s services, Innealta may charge lower
management fees for accounts managed.

In addition to Innealta’s investment management fee, Clients may incur operating and transaction fees,
costs and expenses associated with maintaining their accounts imposed by custodians, brokers, futures
commission merchants, prime brokers, and other third-parties. Examples of these charges include but are
not limited to custodial fees, margin, deferred sales charges, “mark-ups” and “mark-downs” on trades, odd-
lot differentials, transfer taxes, handling charges, exchange fees (including foreign currency exchange fees),
interest to cover short positions, wire transfer fees, electronic fund fees, conversion fees for American
Depository Receipts (“ADRs”), and other fees and taxes on brokerage accounts and securities transactions.
Innealta does not receive any portion of these commissions, fees, or costs. See, however, Item 12 –
Brokerage Practices of this Brochure for more information about soft-dollars. See also Item 12 – Brokerage
Practices of this Brochure for more information about conversion fees for ADRs. To the extent Innealta

should acts as a sub-adviser, Innealta will receive a portion of the management fee the end Clients pay to
the adviser; these Clients do not pay any fees, commissions, or expenses directly to Innealta.

Innealta may invoice Clients on a monthly, quarterly, or semi-annual basis in arrears or in advance for its
investment management fees. In any partial billing period, Innealta pro-rates fees based on the number of
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Item 7 Types of Clients

As discussed in Items 4 and 5 of this Brochure, Innealta currently provides discretionary portfolio
management and investment advisory services to (i) open-end management investment companies
registered under the 1940 Act (i.e., the Funds); (ii) high-net worth individuals, trusts, estates, individual
retirement accounts, and corporations or other business (i.e., Separate Accounts); and (iii) Sponsors. In the
future Innealta may provide discretionary (or non- discretionary) portfolio management and investment
advisory services (directly or indirectly through a sub-advisory arrangement with the client’s primary
investment adviser) to other types of clients or separately managed accounts whose investors may include
large institutions and high net worth individuals, including but not limited to, state and local pensions,
corporate pensions, endowments and foundations, regional banks, family offices, and other sophisticated
and qualified investors. Innealta may advise both U.S. and non-U.S. Clients. Innealta provides its portfolio
management and investment advisory services to Clients pursuant to a Management Agreement between
Innealta and each respective Client.

The Funds comprise of the Dynamic International Opportunity Fund, the Dynamic U.S. Opportunity Fund,
the Acclivity Small Cap Value Fund and the Acclivity Mid Cap Multi-Style Fund, each a diversified series
of the Northern Lights Fund Trust II, an open-end management investment company registered under the
1940 Act and organized as a Delaware statutory trust on August 26, 2010. The Funds each seek capital
appreciation. The Dynamic International Opportunity Fund and the Dynamic U.S. Opportunity Fund
commenced operations on December 31, 2011, the Acclivity Small Cap Value Fund commenced operations
on December 31, 2018 and the Acclivity Mid Cap Multi-Style Fund commenced operations on December
31, 2019. Information about the Funds, and the particular investment objectives, strategies, restrictions,
guidelines, and risks associated with an investment, is described in the respective Funds’ prospectus and
statement of additional information, which are made available to investors by contacting Innealta at (737)
808-4640 or consulting@innealtacapital.com. Information is also available by calling (toll-free) 1-855-994-
2326, or by visiting www.innealtafunds.com or www.acclivityfunds.com.

To help the U.S. Government fight the funding of terrorism and money laundering activities, Innealta may
seek to obtain, verify, and record information that identifies each investor who invests in product advised
by Innealta. In this regard, when an investor seeks to open an account with Innealta or invest in a Fund
managed by Innealta (including a separately managed account), Innealta may ask for a completed Form W-
8/W-9, as applicable, which includes the name, address, Tax ID/Employer ID number (or any other
registration number issued in the jurisdiction of location or incorporation) and other reasonably required
information that will allow Innealta to identify the investor. Innealta may ask for information and
documentation regarding source of funds to be invested. Innealta also reserves the right to ask for more
information regarding the individuals who are beneficial owners of the investor and/or exercise control over
the investor. Innealta may ask for the names of such beneficial owners and may also ask for address, date
of birth, and other information that will allow Innealta to identify such beneficial owners. Innealta may also
request such other information as may be necessary to comply with applicable law. Furthermore, Innealta
may verify any of the aforementioned information using third-party sources and may share that information
as required by applicable law or in connection with the execution of trades on behalf of that investor. For
certain investors, Innealta may rely on the investor’s broker-dealer, administrator, transfer agent, custodian
or placement agent to obtain, verify and record the required information.

Minimums

For new accounts, Innealta generally requires:

    •   $50,000 to $500,000 to establish a new Separate Account depending on the strategy, and
    •   $50 to $100 million to establish a non-sponsored Fund relationship.

Innealta may waive or reduce these requirements in its discretion, including based on certain criteria as
described in Item 5 – Fees and Compensation of this Brochure, and reserves the right to decline any account
in its sole discretion. Innealta also reserves the right to close any account which falls below the minimum
requirements to establish an account due to Client activity or as a result of market movement. Smaller-sized
accounts may not receive or be able to fully implement Innealta’s investment recommendations for a
particular strategy depending on the price of securities and the size of the accounts.

With respect to the Funds, the minimum investment is expected to be $5,000 or $20,000, depending upon
the share class acquired by the investor. Innealta may waive or reduce these requirements in its discretion.
Each Fund’s minimum investment amount is stated in each respective Fund’s governing documents. A
potential investor in a Fund should read and review all governing documents in their entirety for specific
investor qualifications and before making any investment decisions.