Outrunner Capital LLC

Item 5. Fees and Compensation
      Outrunner offers investment management services for an annual fee based on the amount of assets under
      the Firm’s management or fixed fees. This management fee (either asset-based or fixed) varies depending
      upon the size and composition of a client’s portfolio, the type and amount of services rendered and the
      individual(s) providing the services. The fee will be negotiated and agreed upon by the client and can be
      presented as a fee schedule or fixed fee.

      The annual fee is prorated and charged quarterly, in arrears, based upon the market value of the assets being
      managed by Outrunner on the last day of the quarter as determined by a party independent from the Firm
      (including the client’s custodian or another third-party). If a valuation for private securities is not available
      through the custodian, the Firm will typically rely on the valuation provided by the issuer. Because
      valuations may only be provided periodically (including monthly, quarterly or even annually), the Firm can
      be billing on a valuation that would be different if updated. That valuation can be higher or lower depending
      on the increase or decrease in value of the private investment.

      Alternatively, the Firm may change a fixed fee for the investment management services. The fixed fee will
      be individually negotiated and will be based upon a number of factors including the size and composition
      of a client’s portfolio, the type and amount of services rendered and the individual(s) providing the services.

      As discussed under Item 4 above, with respect to investments in certain Private Funds, Outrunner will
      receive a share of the carried interest or profits distribution from the sponsor of such vehicle. To mitigate
      the conflicts arising as a result of recommending such investment, and to reduce the overall fees to which
      clients are subject as a result of such investment, Outrunner will waive annual management fees on a go-
      forward basis against any profits distribution from the relevant Private Fund. The amount of such waiver
      will be calculated on a pro-rata basis relative to an advisory client’s investment exposure to the underlying
      Private Funds.

      The Firm includes cash in a client’s account in determining the valuation for billing purposes. The Firm
      may, in its sole discretion, not include cash in determining the fee, especially where a client has a high

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 Disclosure Brochure                                                             Outrunner Capital, LLC

      percentage of cash for reasons other than the Firm's investment management decision.

      For the initial period of an engagement, the fee is calculated on a pro rata basis. In the event the advisory
      agreement is terminated, the fee for the final billing period is prorated through the effective date of the
      termination and the outstanding or unearned portion of the fee is charged or refunded to the client, as
      appropriate.

      Additionally, for asset management services the Firm provides with respect to certain client holdings (e.g.,
      held-away assets, accommodation accounts, alternative investments, etc.), Outrunner can negotiate a fee
      rate that differs from the range set forth above. Clients are advised that a conflict of interest exists for the
      Firm to recommend that clients engage Outrunner for additional services for compensation, including
      rolling over retirement accounts or moving other assets to the Firm’s management. Clients retain absolute
      discretion over all decisions regarding engaging the Firm and are under no obligation to act upon any of the
      recommendations.

Item 7. Types of Clients
      Outrunner offers services to ultra high net worth individuals, families and their associated entities, including
      trusts, estates, charitable vehicles, family partnerships and business entities.

      Minimum Account Value and Fee

      As a condition for starting and maintaining an investment management relationship, Outrunner imposes a
      minimum annual fee of $300,000 (assessed quarterly, pro rata) and a minimum portfolio value of
      $50,000,000. Outrunner may, in its sole discretion, charge a lesser minimum fee and accept clients with
      smaller portfolios based upon certain criteria, including anticipated future earning capacity, anticipated
      future additional assets, dollar amount of assets to be managed, related accounts, account composition, pre-
      existing client, account retention, and pro bono activities. The minimum fee will cause clients with smaller
      portfolios to incur an effective fee rate that is higher than the Firm’s stated fee. Outrunner only accepts
      clients with less than the minimum portfolio size if the Firm determines the smaller portfolio size will not
      cause a substantial increase of investment risk beyond the client’s identified risk tolerance. Outrunner may,
      in its sole discretion, aggregate the portfolios of family members to meet the minimum portfolio size.