Port Capital Management 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 a written
agreement with the Advisor.

A. Fees for Advisory Services
Investment Management Services
Investment advisory fees are paid quarterly, in arrears of each calendar quarter pursuant to the terms of the investment
advisory agreement. Investment advisory fees are based on the market value of assets under management at the end
of the quarter. Investment advisory fees range from 0.70% to 1.50% annually based on several factors, including: the
scope and 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 in the first quarter of service is 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
PCM will be independently valued by the Custodian. The Advisor will conduct periodic reviews of the Custodian’s
valuation to ensure accurate billing.

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

                                               Port Capital Management LLC
                                            684 Broadway, Massapequa, NY 11758
                                                    Phone: 212-597-2249
                                                 https://portcapitalmgmt.com

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 respective quarter end date. The amount due is calculated by applying the quarterly rate
(annual rate divided by 4) to the total assets under management with PCM at the end of each month. Clients will be
provided with a statement, at least quarterly, from the Custodian reflecting deduction of the investment advisory fee.
Clients are urged to also review and compare the statement provided by the Advisor to the brokerage statement from
the Custodian, as the Custodian does not perform a verification of fees. Clients provide written authorization permitting
advisory fees to be deducted by PCM to be paid directly from their account[s] held by the Custodian as part of the
investment advisory agreement and separate account forms provided by the Custodian.

C. Other Fees and Expenses
Clients may incur certain fees or charges imposed by third parties, other than PCM, in connection with investments
made on behalf of the Client’s account[s]. The Client is responsible for all custody and securities execution fees
charged by the Custodian, as applicable. The Advisor's recommended Custodian does not charge securities
transaction fees for ETF and equity trades in a Client's account, provided that the account meets the terms and
conditions of the Custodian's brokerage requirements. However, the Custodian typically charges for mutual funds
and other types of investments. The fees charged by PCM are separate and distinct from these custody and execution
fees.

In addition, all fees paid to PCM for investment advisory services are separate and distinct from the expenses charged
by mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are described in each fund’s
prospectus. These fees and expenses will generally be used to pay management fees for the funds, other fund
expenses, account administration (e.g., custody, brokerage and account reporting), and a possible distribution fee.
A Client may be able to invest in these products directly, without the services of PCM, but would not receive the
services provided by PCM which are designed, among other things, to assist the Client in determining which products
or services are most appropriate for each Client’s financial situation and objectives. Accordingly, the Client should
review both the fees charged by the fund[s] and the fees charged by PCM to fully understand the total fees to be
paid. Please refer to Item 12 – Brokerage Practices for additional information.

D. Advance Payment of Fees and Termination
Investment Management Services
PCM may be compensated for its investment management services at the end of the quarter after services are rendered.
Either party may terminate the investment advisory agreement, at any time, by providing advance written notice to the
other party. The Client may also terminate the investment advisory agreement within five (5) business days of signing
the Advisor’s agreement at no cost to the Client. After the five-day period, the Client will incur charges for bona fide
advisory services rendered to the point of termination and such fees will be due and payable by the Client. The Client’s
investment advisory agreement with the Advisor is non-transferable without the Client’s prior consent.

E. Compensation for Sales of Securities
PCM does not buy or sell securities to earn commissions and does not receive any compensation for securities
transactions in any Client account, other than the investment advisory fees noted above.

Item 7 – Types of Clients

PCM offers investment advisory services to individuals, pension plans, and high net worth individuals. PCM generally
does not impose a minimum relationship size.