Midway Capital Research & Management LLC

Item 5: Fees and Compensation
  A.​ We charge asset-based, flat, and/or hourly fees for our services, depending on the specific
      services for which you engage us. Our fees and fee ranges as set forth herein reflect the typical
      fees we charge to clients; however, the specific fees charged to a particular client will vary from
      client to client. Each client should review the services agreement signed with us for the fees that
      will be charged and how fees will be payable. Our fees may vary from client to client due to
      historical or ‘grandfathered’ fee schedules that are no longer offered, the nature and scope of the
      services to be provided to the client, personal or familial relationships with the client, and other
      factors that we deem relevant. Fees are negotiable, but we reserve the right to accept or reject
      different fees proposed by the client.​

  B.​ Description of Fees.​

         i.​      Discretionary Investment Management.​
                  ​
                  In consideration of our discretionary investment management services, we charge a fee
                  based on the client’s assets under our management, advisement, and/or supervision. Our
                  typical asset-based fee schedule is set forth below, subject to a minimum annual fee of
                  $2,500 per account under our management, advisement, and/or supervision as applied in
                  quarterly increments:​

                Client Assets Under Management,                            Annual Fee Percentage
                 Advisement, and/or Supervision
                          Up to $500,000                                          1.00%
                       Greater than $500,000                                      0.95%
                      Greater than $3,000,000                                     0.85%
                     Greater than $10,000,000                                     0.75%
                     Greater than $20,000,000                                     0.70%
                     Greater than $50,000,000                                     0.50%

                  The asset-based fee schedule set forth above reflects a “cliff” or “breakpoint” fee
                  schedule, which means that all client assets under our management, advisement, and/or
                  supervision are charged the same corresponding annual fee percentage based on the
                  total client assets designated to be under our management, advisement, and/or
                  supervision. Asset-based fees are deducted in arrears on a quarterly basis from the
                  client’s accounts and based upon the gross average daily market value of such assets
                  managed, advised, and/or supervised by us during the calendar quarter.​
                  ​
                  Asset-based fees are prorated based on the date that the client’s assets are first
                  designated to be under our management, advisement, and/or supervision up to the
                  termination date of our client services agreement.​

        ii.​      Financial Planning.​
                  ​
                  In consideration of our standalone financial planning services, we typically charge a flat
                  fee that ranges from $2,000 to $12,000 per quarter or an hourly fee of $300 per hour.
                  Financial planning fees are charged in arrears, prorated from initial engagement up to the
                  effective date of termination of our client services agreement, and payable by check, or
                  by ACH or credit card through a third-party payment processor. ​

        iii.​     Pension Consulting.​
                  ​
                  Our pension consulting services are charged pursuant to the same asset-based fee

                                         Date of Brochure: June 17, 2026

             schedule and fee billing mechanics as our discretionary investment management
             services described above. Pension consulting fees may be paid directly by the Plan
             sponsor or deducted pro rata from participant accounts as set forth in the retirement plan
             services agreement with the Plan sponsor.

C.​ General Fee Disclosures.​

      i.​    Neither Adviser nor any of its supervised persons accepts compensation for the sale of
             securities or other investment products.​

      ii.​   In addition to the fees charged by Adviser, clients will incur brokerage and other
             transaction costs. Please refer to Item 12: Brokerage Practices, for further information on
             such brokerage and other transaction-related practices. Depending on the specific
             investment products held in a client’s account and the services provided, a client may
             also incur additional fees and costs charged by other independent and unaffiliated
             third-parties. Such additional fees and costs may include, but are not necessarily limited
             to, the internal fees and costs of an investment product (like a mutual fund or exchange
             traded fund), margin interest, account or asset transfer fees, subadvisory or third-party
             investment manager fees, account type fees, early redemption charges, market-maker or
             bid-ask spreads, retirement plan fees, trade-away or prime brokerage fees, fees for
             receiving paper copies of documents in lieu of electronically-delivered documents, and
             other fees and taxes on brokerage accounts and securities transactions. These additional
             charges are separate and apart from the fees charged by Adviser. Lower fees for
             comparable services may be available from other sources.

                                     Date of Brochure: June 17, 2026

Item 7: Types of Clients
We generally provide our services to individuals, high-net-worth individuals, business entities, and
charitable organizations. With some exceptions, the minimum account value eligible for our discretionary
investment management services is $250,000 and the minimum annual fee is $2,500 per account.

                                       Date of Brochure: June 17, 2026