Octavia Wealth Advisors LLC

Item 5 – Fees and Compensation

 The following paragraphs detail the fee structure and compensation methodology for services provided by the
 Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into one or
 more written agreements with the Advisor.

                                             Octavia Wealth Advisors, LLC
                                    9999 Carver Road, Suite 130, Cincinnati, Ohio 45242
                                       Phone: (513) 762-7701 | Fax: (513) 762-7741

 A. Fees for Advisory Services
 Investment Management Services
 Investment advisory fees are paid quarterly, in advance of each calendar quarter, pursuant to the terms of the
 agreement. Investment advisory fees are based on the market value of assets under management at the end of the
 prior calendar quarter. Investment advisory fees range up to 2.00% annually based on several factors, including: the
 complexity of the services to be provided, the level of assets to be managed, and the overall relationship with the
 Advisor. Relationships with multiple objectives, specific reporting requirements, portfolio restrictions and other
 complexities may be charged a higher fee.

 The investment advisory fee for new accounts are prorated from the inception date of the account[s] to the end of
 the first quarter. Fees may be negotiable at the sole discretion of the Advisor. The Client’s fees will take into
 consideration the aggregate assets under management with the Advisor. All securities held in accounts managed
 by Octavia will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the
 Custodian’s valuation to ensure accurate billing.

 Clients may make additions to and withdrawals from their account[s] at any time. However, reconciliations are
 performed on a monthly basis to capture if, in any given day, assets in excess of $25,000 are deposited into or
 withdrawn from an account after the start of the quarterly billing period. An adjustment will be made in the form of a
 credit or debit the following billing period to reflect the interim change in portfolio value from the date of the
 deposit/withdrawal until the end of the quarter.

 Use of Independent Managers – As noted in Item 4, the Advisor may implement all or a portion of a Client’s
 investment portfolio utilizing one or more Independent Managers. To eliminate any conflict of interest, the Advisor
 does not earn any compensation from an Independent Manager. The Advisor will only earn its investment advisory
 fee as described above. Independent Managers will not typically offer any fee discounts but may have a breakpoint
 schedule which will reduce the fee with an increased level of assets placed under management with an Independent
 Manager. The terms of such fee arrangements are included in the Independent Manager’s disclosure brochure and
 applicable contract[s] with the Independent Manager. The total blended fee, including the Advisor’s fee and the
 Independent Manager’s fee will not exceed 2.25% annually.

 Use of Sub-Advisors – As noted in Item 4, the Advisor may periodically recommend and refer Clients to a Sub-
 Advisor. For Client’s accounts that are managed by a Sub-Advisor, the Client’s fee will be deducted from the Client’s
 account[s] by the Sub-Advisor consistent with the fee schedule above. A portion of the investment advisory fee will
 be provided to Octavia.

 Financial Planning Services
 Octavia offers financial planning services either on an hourly basis or for a fixed fee. Hourly fees range up to $350.
 Fixed fees range up to $25,000. Fees may be negotiable based on the nature and complexity of the services to be
 provided and the overall relationship with the Advisor. An estimate for total hours and total costs will be provided to
 the Client prior to engaging for these services.

 Retirement Plan Advisory Services
 Fees for retirement plan advisory services are charged either an annual asset-based fee of up to 1.50% based on
 the market value of assets under management at the end of the calendar quarter or an annual fixed fee. Retirement
 plan advisory fees are billed quarterly either in advance of, or at the end of each quarter. Fees may be negotiable
 depending on the size and complexity of the Plan.

 The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and other
 related costs and expenses as described in Item 5.C, which may be incurred by the Client. However, the Advisor
 shall not receive any portion of these commissions, fees, and costs.

 B. Fee Billing
 Investment Management Services
 Investment advisory fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at
 the Custodian. The Advisor shall send an invoice to the Custodian indicating the amount of the fees to be deducted
 from the Client’s account[s] at the beginning of the respective quarter. The amount due is calculated by applying the
 quarterly rate (annual rate divided by the number of days in the year and multiplied by the number of days in the

                                              Octavia Wealth Advisors, LLC
                                     9999 Carver Road, Suite 130, Cincinnati, Ohio 45242
                                        Phone: (513) 762-7701 | Fax: (513) 762-7741

 quarter) to the total assets under management with Octavia at the end of the prior quarter. Clients will be provided
 with a statement, at least quarterly, from the Custodian reflecting deduction of the investment advisory fee. It is the
 responsibility of the Client to verify the accuracy of these fees as listed on the Custodian’s brokerage statement as
 the Custodian does not assume this responsibility. Clients provide written authorization permitting advisory fees to
 be deducted by Octavia to be paid directly from their account[s] held by the Custodian as part of the investment
...

Item 7 – Types of Clients

Octavia offers investment advisory services to individuals, high net worth individuals, trusts, estates, businesses,
institutions, retirement plans, and state-municipal entities. The amount of each type of Client is available on
Octavia’s Form ADV Part 1A. These amounts may change over time and are updated at least annually by the
Advisor. Octavia generally does not impose a minimum relationship size; however certain Independent Managers
may impose a minimum fee.