Pactolus Private Wealth Management LLC

Fees and Compensation
Pactolus’s fee schedule is itemized below and is computed on the basis of the value of managed
assets, payable in advance, and computed on the last business day of the preceding quarter.
Alternatively, the client may elect to be charged a fixed annual fee.
The quarterly fee is charged at one-fourth the specified annual rate. The initial quarterly fee is
payable on the date the account is considered accepted (all client assets are transferred in and
the client and Pactolus mutually agree on the date of acceptance) and is computed on the value
of managed assets on the date of such account acceptance. If a client utilizes leverage, the firm’s
fees will be billed on the gross balance in the portfolio. The use of leverage creates a conflict of
interest in that the adviser firm has an economic incentive to utilize leverage as it inflates the

                     Appendix 1 of Part 2A: Pactolus Wrap Fee Program Brochure

                                                                Item 4: Services, Fees, and Compensation

market value upon which the adviser's fees are calculated, thereby increasing the adviser's fee
revenue.
No adjustments will be made for contributions or withdrawals during the quarter. A pro rata
refund will be made for clients who terminate services otherwise than at quarter end. The client
may terminate an individually managed account by giving 30 days' written notice. As noted in
the schedule below, the fee charged on assets in excess of $25 million will be negotiated with
the specific client. In addition, Pactolus may negotiate a modified fee schedule based upon
certain criteria (e.g., level of service required, anticipated future assets, associated accounts,
portfolio composition, etc.).

        Pactolus Advised Accounts (by Household Asset Level)
        Size of Account                                                      Annual Fee
        Pactolus Advisory Accounts Less Than $10,000,000                        1.0 %
        Pactolus Advisory Accounts $10,000,000 or Greater                       0.80 %
        In some cases, clients may express an intention to exercise sole discretion over a given
        account. These accounts are identified as “unsupervised accounts.” For certain
        unsupervised accounts, Pactolus charges a fee of 0.055%.

        Accounts Managed by Third-Party Advisors (SMAs)
        Type of Account                                                      Annual Fee
        Equity Accounts                                                        0.666 %
        Fixed Income Accounts                                                  0.366 %
        Specialized Accounts (such as options accounts that       Customized fee according to the
        are billed on the notional value of the option              pricing agreement between
        contracts)                                                     Pactolus and the SMA

Please be advised that clients that hold equity securities and fixed income securities in the same
account are charged the equity-based asset-based management fee.
Please be advised that the fees for third-party separately managed accounts when added to the
fees charged by Pactolus may be greater than those accounts managed by Pactolus. As such, it
may be more economically advantageous for clients to select Pactolus as opposed to third party
managers even though the third-party managers may provide superior investment services
relative to those provided by Pactolus. Please be advised that Pactolus may also apply additional
fees and/or alternate fees to different asset classes for Pactolus advised accounts, Pactolus
Series Funds, or accounts managed by third-party advisors (SMAs). Because of this disparity,
Pactolus may have an economic incentive to recommend that your portfolio hold a higher
proportion of assets that yield a higher fee to Pactolus. Pactolus manages this conflict by
disclosing such conflict to the client and recommending allocations that are consistent with the
client’s risk tolerance and investment objectives.
These fees include charges for all transaction costs such as commissions on purchase and sales
of stocks, bonds, exchange-traded funds and options, and mutual fund transactions fees. Except
as otherwise provided below, client will incur no charges other than the adviser’s fee pursuant to
the above fee schedule in connection with the maintenance of and activity in client’s account.

                     Appendix 1 of Part 2A: Pactolus Wrap Fee Program Brochure

                                                              Item 4: Services, Fees, and Compensation

The wrap fee does not include private alternative investment fees and expenses, annual account
fees or other administrative fees, such as wire fees, charged by manager or brokerage firm; fees
for securities transactions executed away from the custodian; certain odd-lot differentials,
transfer taxes, transaction fees mandated by the Securities Act of 1934, postage and handling
fees, and charges imposed by law with regard to transactions in the client’s account;
and advisory fees, expenses or sales charges (loads) of mutual funds (including money market
funds), closed-end investment companies or other managed investments, if any, held in client’s
account. The wrap fee also does not cover certain costs associated with securities transactions in
the over-the-counter market, such as fixed income securities where manager must approach a
dealer or market maker to purchase or sell a security. Such costs include the dealer’s mark-up,
mark-down or spread and odd-lot differentials or transfer taxes imposed by law.
The trading fees are estimated at 10 to 12 percent of the overall client advisory fees.

C. Disclosure of Cost Difference if Services Purchased Separately
Depending on a number of factors, such as the number, size, and nature of the securities
...

Item 7. Types of Clients
Pactolus offers personalized family office advisory services to a select group of families and
individuals, high-net-worth individuals, related trusts, charitable entities, investment companies,
corporations, and other business entities. There are no minimum criteria imposed by Pactolus.
In addition, Pactolus offers advisory services to affiliate private funds. The minimum investment
for such funds is negotiated on a case-by-case basis which is disclosed in the applicable private
placement memorandum. Such funds can only be offered to accredited investors as defined in
Regulation D of the Securities Act of 1933 and to qualified purchasers as defined under Section
3(c)7 of the Investment Company Act of 1940.

                               Part 2A of Form ADV: Pactolus Brochure