Keeley-Teton Advisors LLC

Item 5. Fees and Compensation
Separate Accounts
For certain accounts, as deemed appropriate based on investment strategy and client regulatory profile and among
other factors as applicable, the stated investment management fee for new clients is generally one percent per
year. In addition, certain accounts may be charged a performance fee, or other form of incentive fee, depending
on benchmarks and related agreements. The Advisor may negotiate its fees. Certain Advisor portfolios may be
given break points based on the level of assets under management or relationships with the firm. As noted, the
Advisor will customize management styles for accounts and fees for such accounts may vary. Advisory fees for
new accounts often exceed those prevailing historically.

Unless otherwise specified in its portfolio description, the Advisor generally requires a minimum account size of
one million dollars for its standard full-service discretionary investment management account, which it waives
under certain circumstances including in situations where there are related accounts. If a client account falls
below the minimum requirement, the client will generally not be required to invest additional funds to meet the
minimum account size.

In situations where client accounts are invested in affiliated Funds, the separate account management fee is
calculated without regard to the client accounts’ investments in the affiliated Funds.

Under some circumstances, the account minimum, the fee rate, the timing of payment, or billing are negotiable.
Such circumstances include, among others, a client’s history with the Advisor, the nature of the client (e.g.,
charitable portfolios and employee portfolios), the size of the portfolio, competition for a particular client or type
of account, and certain situations in which a client (such as a municipality) is subject to restrictions related to the
aforementioned items.

Fees are generally payable quarterly, in arrears or in advance, as negotiated with the client. All client fees are
calculated based on the rate structures set forth in the applicable advisory agreement, as applied to the value of
the account established by the client’s custodian as of the last business day of each quarter. Generally, clients
elect to have their advisory fees deducted directly from their account. In other situations, certain clients request
that the Advisor bills them directly.

In addition to the Advisor’s advisory fees, clients pay custody fees to their custodians, and clients also incur
brokerage and other related transaction costs. For more information on the Advisor’s brokerage practices, please
refer to “Brokerage Practices” in this Brochure.

Some accounts may be sub advised by affiliates of the Advisor, including Gabelli & Company Investment
Advisors LLC (“GCIA”), GAMCO Asset Management Inc. (“GAMCO”), and Gabelli Funds LLC (“GFI”),
investment advisor or collectively (“Gabelli”). GAMCO may provide portfolio management, relationship
management and administrative services for these accounts. The Advisor will pay a fee to Gabelli for these
services, the fees payable by these clients to the Advisor will be inclusive of the fee that the Advisor will pay
Gabelli for these services.

In addition, subject to the investment guidelines of a separate account, the Advisor can invest the separate account
in affiliated and non-affiliated investment companies (including the TETON Westwood Funds) or other pooled
investment vehicles. Separate account clients that are invested in such affiliated and unaffiliated investment
companies or pooled investment vehicles are subject to additional advisory fees as well as other fees and expenses
associated with their investments in such entities (such as the fees and expenses of other service providers to these
entities).

WRAP Fee Programs
The fees paid to the Advisor by wrap program sponsors may vary depending on the investment strategy
implemented, but generally range 1.00% per annum of the market value of the client’s account as applicable by
agreement. Each wrap sponsor generally pays the Advisor on a quarterly basis, either in arrears or in advance, as
provided in the contract between the Advisor and the wrap sponsor. The Advisor does not directly invoice wrap
program clients. In addition to the Advisor’s advisory fees, clients incur wrap program sponsor fees and other
related transaction costs. For more information on the Advisor’s brokerage practices, please refer to “Brokerage
Practices” in this Brochure.

Registered Mutual Funds
The Advisor serves as investment adviser to the Convertible Fund. For its services, the Advisor is compensated
based on the fee rates as provided for in the prospectus for the Convertible Fund.

Termination
The Advisor’s standard advisory agreements with separate account clients can be terminated at any time, subject
to reasonable written notice periods as agreed to by the Advisor and the client and stated in the investment
advisory agreement. In the event of termination, fees will be prorated to the date of termination and any unearned
portion of fees that were paid in advance will be refunded to the client. Investment advisory contracts with the
Convertible Fund will be subject to renewal in accordance with Section 15(c) of the Investment Company Act.
In the case of wrap programs that provide for prepayment of fees, the client should refer to the sponsor’s brochure
or other disclosure documents for information regarding termination and refund procedures.

Additional Compensation
Current portfolio managers, relationship managers and/or professional staff of the Advisor and its affiliated
persons receive a portion of the Advisor's advisory fee on client accounts pursuant to incentive arrangements
promulgated from time to time.

Item 7. Types of Clients
The Advisor may provide investment advisory services to many different types of clients, including open-end
registered investment companies, institutional investors including qualified and non-qualified plans, foundations
and endowments, municipalities, charitable organizations, family offices and high-net-worth individuals. The
minimum account size to open a separately managed account is generally $1 million. However, this initial
investment amount is negotiable. Minimum investments for Funds or other pooled accounts are as stated in the
Prospectus or other applicable offering document. The minimum account size for wrap program accounts varies
by the particular wrap program and client relationship.