Madrone Investment Advisory LLC

Item 5: Fees and Compensation
Method of Compensation and Fee Schedule
 ASSET MANAGEMENT
 Madrone offers non-discretionary direct asset management services to advisory clients.
 Madrone is solely compensated by fees paid directly to Madrone by the client. Rather than
 bill on a strict percentage of assets under management, clients pay a flat annual dollar fee,
 which is then typically billed on a pro-rated quarterly basis. As shown in the fee schedule
 below, the annual fee is based on a general range of assets under management. As client
 assets increase\decrease by a significant amount within a particular range, Madrone will
 notify the client that the annual fee will need to be adjusted to a quoted new fee, either
 upwards or downwards, commencing with the following quarter. The client may either
 accept the new fee with written acknowledgement or choose to terminate the advisory
 relationship. In general, fees are adjusted annually, typically at the beginning of a calendar
 year rather than each quarter, in order to allow for the impact that inevitable market
 volatility has on account valuers. In some cases, such as large deposits or large withdrawals,
 the fee may be adjusted more frequently.
 As a general rule, a change in the annual fee will be proposed to the client only when the
 value of the client’s assets under management within a particular asset range change
 significantly within a particular range or if/when the overall fee schedule has been updated.
 While Madrone does not bill on a straight “percentage of assets” basis, Madrone’s fee
 structure is intended to ensure that all clients with under $2M in assets under management
 are billed at a rate that if measured an a percentage basis, would not exceed 0.50% of assets

under management, and if over $2M, would not exceed 0.40% of assets under management,
subject to a minimum annual fee of $5,000.
     Assets Under Management                  Annual Fee                   Quarterly Fee
          Up to $1,000,000                      $5,000                        $1,250
      $1,000,001 to $2,000,000              $5,000 - $8,000               $1,250 -$2,000
      $2,000,001 to $3,000,000             $9,000 - $11,000               $2,250- $2,750
      $3,000,001 to $4,000,000            $12,000 - $15,000               $3,000 - $3,750
      $4,000,001 to $5,000,000             $16,000 -$18,000               $4,000 - $4,500
      $5,000,001 to $6,000,000            $19,000 - $21,000               $4,750 - $5,250
     $6,000,001 to $10,000,000            $22,000 - $30,000               $5,500 - $7,500
          Over $10,000,000               Minimum Fee $30,000              Minimum $7,500
Fees may be negotiable. The annual fee is billed on a quarterly basis in advance and is
generally billed in middle of that particular quarter. Madrone considers cash to be an asset
class, and as such it is included in fee calculations. Also, to be noted, at times fees will exceed
the money market yield. Other than the annual fee that is stated in the client’s advisory
agreement, no other payment or fee from a client will be assessed by Madrone.
Generally, Clients are billed directly via a quarterly invoice that is emailed to the Client.
Payment can be made by check, or electronically, typically by Zelle or ACH. The client may,
solely at their discretion, choose to have advisory fees directly paid from their appropriate
investment account. Lower fees for comparable services may be available from other
sources. Clients may terminate their account within five (5) business days of signing the
Investment Advisory Agreement with no obligation and without penalty. After five (5)
business days, the client may cancel at any time by providing written notice to Madrone. Such
cancellation shall be effective immediately upon receipt of such notice by Madrone. Madrone
may terminate advisory services at any time by providing thirty (30) days written notice to
the client. Any fees earned by Madrone, but not paid to Madrone at the time of termination,
will be due and payable to Madrone. Any fees paid to Madrone which gave not been earned
by Madrone will be refunded to the client within ten days of termination.
All fees will be prorated based on the number of days for which services were being provided
during the billable period.
ERISA PLAN SERVICES
Madrone provides fiduciary investment management services to qualified retirement plans
including 401(k) plans, 403(b) plans, pension and profit-sharing plans, cash balance plans,
and deferred compensation plans based on a flat annual dollar fee. For ERISA accounts of
less than $2M in value, the annual fee is $6,000. For ERISA accounts between $2M and $4M,
the annual fee is $10,000. For ERISA accounts between $4M and $7M, the annual fee is
$15,000. The annual fee may be negotiable. Fees are billed quarterly in advance, typically in
the middle of the quarter for which services are being billed. If the services to be provided
start any time other than the first day of a quarter, the fee will be prorated based on the
number of days remaining in the quarter. If the Agreement is terminated prior to the end of
a billing cycle for which fees have already been paid, client will be due a prorated refund of
fees for those days for which services were not provided during that billing cycle.

 The fee schedule, which includes compensation of Madrone for services, is described in detail
 in Schedule A of the ERISA Plan Agreement. The Plan is obligated to pay the fees; however,
 the Plan Sponsor may elect to pay the fees instead. Client will be billed directly via email.
 Madrone does not reasonably expect to receive any additional compensation, directly or
 indirectly, for its services under this Agreement. If additional compensation is received,
 Madrone will disclose this compensation, the services rendered, and the payer of
 compensation. Madrone will offset the compensation against the fees agreed upon under the
 Agreement.
...

Item 7: Types of Clients
Description
 Madrone provides investment advice to individuals, pension and profit sharing plans, trusts,
 estates, and charitable organizations. Client relationships can vary in both scope as well as
 length of service.
Account Minimums
 Madrone does not require a minimum balance to open an account.