Old Barn Capital LLC

Item 5 – Fees and Compensation

A.     Fee Schedule
The fees and compensation payable to OBC are negotiable and vary among its Clients.
However, the range of compensation is generally as follows:
       1.      Management Fee
OBC generally will not receive management fees but will receive performance-based fees.
       2.      Performance-based Fees
Within forty-five (45) days following the end of each calendar month, Clients will pay OBC
fifty percent (50%) of any net profits realized after commissions, interest and fees, during
such month from OBC’s aggregate trading activity on behalf of Clients. Profits and losses shall
be calculated in accordance with U.S. generally accepted accounting principles and all
expenses paid by Clients in connection with OBC’s trading activity, including all brokerage
commissions, shall be taken into account in connection with such calculations.
In the event that losses are realized during any calendar month from the aggregate trading
activity conducted by OBC on behalf of Clients, such losses shall be borne by Clients and
carried forward to the following calendar month and offset against any net profit
subsequently realized. Payment of net profits, if any, to OBC shall be made forty-five (45)
calendar days after the month in which the net profits are realized. OBC shall not be entitled
to receive any net profit payments if the aggregate trading activity results in net losses.
The performance-based fees will only be charged to Clients who are “qualified clients” as
defined in Rule 205-3 of the Investment Advisers Act of 1940, as amended (“Advisers Act”).
       3.      Fee Comparison
Client expenses, including any performance-based fees will in certain circumstances
constitute a higher percentage of average net assets than could be found in other investment
programs.
B.     Payment of Fees
Performance-based fees and third-party fees (discussed below) are deducted from Client
assets. Performance-based fees are determined as of the last business day of the calendar
month.
C.     Third-Party Fees
Clients shall pay such costs and expenses as OBC shall reasonably determine to be necessary,
appropriate, advisable or convenient to carry on its business and realize its objective,
including but not limited to: (i) all general investment expenses (i.e., expenses which OBC
reasonably determines to be directly related to the investment of the Client’s assets); (ii) all
administrative, legal, accounting, auditing, record-keeping, tax form preparation, compliance
and consulting costs and expenses; (iii) fees, costs and expenses of third-party service

                                                                               Part 2A of ADV:
                                                                Old Barn Capital, LLC Brochure

providers that provide such services; and, (iv) any extraordinary expenses, among other
expenses.
OBC’s fees are exclusive of brokerage commissions, transaction fees, and other related costs
and expenses which shall be incurred by the Clients. Such charges, fees and commissions are
exclusive of and in addition to OBC’s performance-based fees, and OBC shall not receive any
portion of these commissions, fees, and costs.
Please see Item 12 of this Brochure regarding brokerage.
D.     Prepayment of Fees
Clients will not prepay fees to OBC.
E.     Outside Compensation for the Sale of Securities
Neither OBC nor its supervised persons accept compensation for the sale of securities or
other investment products outside of its association with OBC.
The foregoing discussion in Items 5 represents OBC’s basic compensation
arrangements. The arrangements described above are structured to comply with Rule
205-3 under the Advisers Act and applicable state laws. Fees and other compensation
are negotiable in certain circumstances and arrangements with any particular Client
will in certain circumstances vary. Although OBC believes its fees are competitive,
lower fees for comparable services will in certain circumstances be available from
other investment advisers.

Item 7 – Types of Clients

OBC provides portfolio management services to institutional clients.

                                                                                 Part 2A of ADV:
                                                                  Old Barn Capital, LLC Brochure