Performance Equity Management LLC

Item 5 – Fees and Compensation

SPES will be delivering this brochure only to “qualified purchasers” as defined in Section
2(a)(51)(A) of the Investment Company Act of 1940, as amended.

The specific manner in which fees are charged by SPES is established in a client’s written
agreement with SPES. All fees are subject to negotiation. SPES generally will bill its fees on a
quarterly basis in advance. However, clients may elect to be billed in advance or arrears each
calendar quarter. At this time, fees for SPES’s Private Investment Funds are paid at the start of the
quarter. For certain non-discretionary clients, the fees are paid in arrears and are invoiced
quarterly. Fees and compensation are discussed in further detail in Item 6. Also, clients may elect
to be billed for fees or to authorize SPES to debit fees directly from client accounts.

SPES’s fees are exclusive of brokerage commissions, transaction fees, and other related costs and
expenses, which are borne by the client. Clients may also incur certain charges imposed by
custodians, brokers, and other third parties such as fees charged by managers, custodial fees, audit
expenses, deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic
fund fees, underlying fund fees and expenses, and other fees and taxes on brokerage accounts and
securities transactions.

SPES’s advisory fees are not inclusive of all the fees and expenses that the Limited Partners may
pay. The relevant Private Investment Fund’s governing documents set forth any specific expenses
that will (or will not) be borne by the Private Investment Fund, and provisions of the Private
Investment Fund’s governing documents will supersede this brochure to the extent of any direct
conflict. The expenses that Private Investment Funds pay will typically fall into three general
categories: (1) organizational expenses, (2) operational expenses, and (3) investment-related
expenses. As is stated in each Private Investment Fund’s governing documents, expenses that are
not permissible shall be absorbed by the General Partner.

Expenses are typically allocated to Limited Partners in a Private Investment Fund on a pro rata
basis, though expenses may be allocated on an other than pro rata basis to the extent such allocation
is consistent with the Private Investment Fund’s governing documents and SPES has determined
such allocation is fair and equitable. Certain expenses may be incurred by a subset of the Limited
Partners. On a less frequent basis, certain expenses may be incurred on behalf of SPES or an
affiliate of SPES as well as one or more Limited Partners. To address the potential conflicts of
interest associated with the allocation of such expenses, SPES has adopted an expense allocation
policy designed to ensure equitable allocation of expenses among clients and, as applicable, SPES.

SPES’s management fees are prorated for each capital contribution and withdrawal made during
the applicable calendar quarter (with the exception of de minimis contributions and withdrawals).
Accounts initiated or terminated during a calendar quarter are charged a prorated fee. Upon
termination of any account, any prepaid, unearned fees will be promptly refunded, and any earned,
unpaid fees will be due and payable. The client has the right to terminate an agreement without
penalty within five business days after entering into the agreement.

SPES (or the General Partner of a Private Investment Fund managed by SPES) may also receive
fees or other compensation (“Portfolio Fees”) directly or indirectly from companies whose
securities are held directly or indirectly (e.g., via a fund) by a SPES discretionary Private
Investment Fund (or the General Partner of such a Private Investment Fund) and separate account
clients (such companies, “Portfolio Companies”). Portfolio Fees include: (i) directors’ fees
received by SPES (or a Private Investment Fund’s General Partner) or its employees; (ii) SPES’s
(or such Private Investment Fund’s) pro rata portion of break-up fees received by SPES (or such
Private Investment Fund’ General Partner) or its employees; and (iii) consulting, commitment,
advisory, monitoring and similar fees received by SPES (or such Private Investment Fund’s
General Partner) in respect of services provided to Portfolio Companies and investments made
by SPES (or such Private Investment Fund), in each case excluding any portion of those fees
attributable to parallel and similar vehicles. Any such Portfolio Fees received by SPES (or the
General Partner of a Private Investment Fund managed by SPES) will be used to offset the
advisory fees payable by the applicable SPES discretionary Private Investment Fund and separate
account clients. For the avoidance of doubt, any such fees received in respect of a parallel vehicle,
side-by-side investment or similar vehicle or investment are not Portfolio Fees and will not be
offset against SPES’s advisory fee.

Please see Item 12 “Brokerage Practices,” for a discussion of the factors that SPES considers in
selecting or recommending broker-dealers for client transactions and determining the
reasonableness of their compensation (e.g., commissions).

Item 7 – Types of Clients

SPES provides portfolio management services to Private Investment Funds and corporate pension
and profit-sharing plans.

Investment in a Private Investment Fund generally requires a minimum capital commitment, which
is disclosed in the Private Placement Memorandum for each Private Investment Fund. The
minimum commitment amounts can be waived by SPES in its discretion. The General Partner of
the Private Investment Fund generally will also make a commitment to the Private Investment
Fund in an amount equal to or greater than a certain percentage of the aggregate commitments of
the limited partners of such Private Investment Fund (generally 0.1%-1.0%). Such General
Partner’s commitment may be made or increased on terms that are different from those of the
Private Investment Fund’s limited partners, including without limitation, different arrangements
with respect to the payment of interest and certain fees.

Separate account client services generally require a minimum account size of $50 million, which
may be waived by SPES in its discretion.