ITEM 5. FEES AND COMPENSATION
As provided under the terms of the investment management agreement with each client, Jackson Square
generally receives a quarterly management fee (each, a “Management Fee”) from each client. Jackson
Square’s fees generally are asset-based and calculated at an annual rate as a percentage of the value of the
net assets of the account. The Management Fee will be prorated for any period less than a full billing
period (either a month or quarter, as determined in the appropriate investment management agreement).
Clients do not pay the Management Fee in advance.
With respect to the Jackson Square Partners Funds, each a series of the Managed Portfolio Series, the
Funds pay a Management Fee at a rate stated in the investment management agreement. The
Management Fee is generally computed as an annual percentage of a Fund’s average daily net assets.
The Management Fee is payable in arrears and deducted from the Fund either monthly or quarterly.
Each of the separately managed accounts pays a Management Fee at a rate set forth in the investment
management agreement negotiated between Jackson Square and the account. Jackson Square’s current
standard rates of such asset-based Management Fees for discretionary separate accounts are listed below.
Large-Cap Growth Strategy:
0.55% on the first $100 million
0.50% on the next $150 million
0.40% thereafter on all additional assets
SMID-Cap Growth Strategy:
0.85% on the first $25 million
0.80% on the next $25 million
0.75% thereafter on all additional assets
Please note that Management Fees are negotiable and vary by client based on a number of factors, such
as account asset size, special requirements of the mandate or restrictions, accounts that include
performance fee components, servicing needs, or accounts that do not meet the minimum initial account
size. A lower fee schedule could apply to certain longstanding clients. With the exception of certain
longstanding client relationships or as otherwise determined at the discretion of Jackson Square, the
minimum separate account size is $50 million.
The fees and expenses associated with an investment in private funds for which Jackson Square serves as
investment adviser and general partner vary, depending on the fund, and are described in detail in the
fund’s offering documents. Jackson Square may, in its discretion, manage other private funds with higher
or lower fees, different fee structures, different expense payment arrangements and different withdrawal
or redemption rights, than the existing funds. Jackson Square in its sole discretion, may waive, reduce or
modify the management fee to be borne by an investor in any fund for any reason, which may not be
disclosed to other investors in the same private fund.
Under appropriate circumstances, in Jackson Square’s sole discretion and where permitted by applicable
law, the terms of an investment management agreement, including fee schedules, terms of payment and
termination provisions, are negotiable. In addition, clients generally will incur brokerage fees for the
transactions executed in their accounts as discussed more fully in Item 12, “Brokerage Practices.”
Incentive Fees
Jackson Square is not entitled to receive performance fees from any of its clients.
PERFORMANCE BASED FEES WILL ONLY BE CHARGED IN ACCORDANCE WITH THE
PROVISIONS OF RULE 205-3 PROMULGATED UNDER THE INVESTMENT ADVISERS ACT
OF 1940, AS AMENDED (“ADVISERS ACT”), APPLICABLE SEC GUIDANCE, AND/OR
APPLICABLE STATE REGULATIONS.
Negotiation of Advisory Fees
Jackson Square, in its sole discretion, may negotiate alternative fees with other Funds or accounts that it
manages in the future. Different client facts and circumstances will be considered in determining such
management fee, including the client’s investment strategy, assets under management, account
composition, reporting requirements, economies of scale, if any, and any other factors Jackson Square
deems relevant. All such fees will be set forth in agreements with such clients.
Other Expenses
As described in the offering documents and/or the investment management agreement with each client,
Jackson Square is authorized to incur and pay in the name and on behalf of each client all expenses
which it deems necessary or advisable. Jackson Square generally is responsible for all of its own
overhead expenses of an ordinarily recurring nature such as rent, utilities, supplies, secretarial expenses,
stationery, charges for furniture, fixtures and equipment, employee benefits including insurance, payroll
and other taxes and compensation (and related costs) of all personnel.
Except as otherwise set forth in the offering documents and/or the investment management agreement
clients incur brokerage costs, third-party execution costs (if any) and other transaction costs associated
with Jackson Square’s management of the accounts’ portfolio securities. Please refer to the discussion
of Jackson Square’s brokerage practices in Item 12, “Brokerage Practices” below.
In addition to the applicable Management Fee and brokerage and transaction costs, the Funds generally
are responsible for their proportionate share of certain administrative expenses; transfer and dividend
disbursing fees and costs; taxes; accounting services; custodian expenses; federal and state securities
registration fees; proxy costs; and the costs of preparing prospectuses and reports sent to shareholders, as
will be described in their respective prospectuses, as supplemented from time to time. In addition, the
Funds pay other types of fees and expenses, including, but not limited to, distribution fees, fees of the
Funds’ independent trustees, and insurance expenses. Information regarding these fees and expenses is
included in the applicable prospectus and statement of additional information or offering documents for
the Funds, as applicable.
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