Item 5 – Fees and Compensation
Advisory Fees
Separately Managed Accounts
The annual fee for Night Owl Capital’s separately managed account services is charged as a
percentage of assets under management. Client accounts are charged a fee based on an
annualized rate of 1.25% for the first $25 million of assets and 1.0% on assets over $25 million.
The fee schedule for institutional accounts larger than $100 million is an annualized rate of .80%
and .70% for accounts larger than $200 million. We have had fee schedules and account
minimums that differ from those currently in place and we continue to manage certain accounts
under those arrangements. For new accounts that do not meet our current $10 million minimum,
fee schedules may vary. As a result, some clients may have fee arrangements that differ from the
fee schedule described above.
Generally, fees are paid quarterly in advance and are calculated and assessed after the end of each
calendar quarter based on the market value of an account on the last business day of the preceding
quarter. The market value is as reflected in the custodian’s statement as of the end of the quarter
plus any accrued interest on fixed income securities. In the event the account custodian cannot
provide a market value for an asset, we will determine the fair market value. Fees will be
adjusted if there are additions or withdrawals during the first sixty days of the quarter of assets
equal to 15% or more of the total value of the account on the date of the addition or withdrawal.
Such fees will be calculated based on the annualized rate according to the fee schedule agreed to
in the investment management agreement, the number of days remaining in the quarter on the
date of the addition or withdrawal and the amount of the assets added or withdrawn, and will be
assessed or credited, as applicable, in the quarter following the quarter in which the addition or
withdrawal was made. We have one account, which we manage on a sub-advisory basis, which
pays fees in arrears according to the sub-advisory agreement.
Private Investment Fund
Night Owl Capital acts as investment advisor for the Fund, a private investment fund organized as
a pooled investment vehicle and charges an asset-based management fee of 1.0% per year on
assets under management. Additionally, an affiliate of Night Owl Capital serves as general
partner of the Fund. The management fee is generally payable on a quarterly basis in advance.
Night Owl Capital in our capacity as investment advisor (or our affiliate in its capacity as general
partner) for an investment vehicle, is reimbursed for allocable legal, accounting and
administrative expenses that are directly related to the Fund or the Fund’s investments. Each
investor in the Fund indirectly bears a portion of those expenses.
An investor in the Fund must be an “accredited investor” as defined in Regulation D under the
Securities Act.
The terms and conditions for participation in the Fund, including fees, expenses, conflicts of
interest and risk factors, are set forth in the Fund’s offering documents, which each prospective
investor will receive. A prospective investor in the Fund is required to complete and submit
certain portions of the Fund’s subscription documents to Night Owl Capital in order to
demonstrate qualification for a Fund investment.
General
Night Owl Capital
Effective Date: March 23, 2026
{85390063; 3; 62272-001}
We are compensated solely by fees paid by our clients and we do not accept commissions or
compensation from any other source (i.e., mutual funds, insurance products or any other
investment product).
We retain the right to modify fees, including minimum account sizes, in our sole and absolute
discretion, on a client-by-client basis based on the size, complexity and nature of the advisory
services provided.
All fees paid to us for investment advisory services are separate and distinct from the fees and
expenses charged by mutual funds to their shareholders. These fees and expenses are described
in each mutual fund's prospectus. These fees will generally include a management fee, other fund
expenses, and in some cases a distribution fee. If the mutual fund also imposes sales charges, a
client may pay an initial or deferred sales charge. A client could invest in a mutual fund directly,
without the services of Night Owl Capital. In that case, the client would not receive the services
we provide which are designed, among other things, to assist the client in determining which
mutual fund or funds are most appropriate to implement our investment strategy. To the extent
that client assets are invested in money market funds or cash positions, the fees for monitoring
those assets are in addition to the fees included in the internal expenses of those funds paid to
their own investment managers, which are fully disclosed in each such mutual fund’s prospectus.
Accordingly, the client should review both the fees charged by the funds and the fees charged by
Night Owl Capital to fully understand the total amount of fees to be paid by the client and to
thereby evaluate the advisory services being provided.
All fees paid to us for investment advisory services are also separate and distinct from transaction
fees charged by broker dealers associated with the purchase and sale of equity securities and
options. In addition, fees do not include the services of any co-fiduciaries, accountants, broker
dealers or attorneys. Please see the section of this disclosure document entitled “Brokerage
Practices” for additional information on brokerage and other transaction costs.
Payment Methods
The Fund pays fees directly to Night Owl Capital.
For Separately Managed Accounts, fees are typically deducted directly from the client’s account;
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