Provident Investment Management Inc

Fees and Compensation
Investment Management Fees
Provident provides discretionary and non-discretionary investment advisory services on a
fee basis. Provident’s annual investment advisory fee is based upon a percentage (%) of
the market value of the client’s assets placed under Provident’s management. Provident’s
fee shall generally be between 0.60% and 1.00% of the client’s assets under management.
Investment management fees are billed quarterly, in advance, meaning that we invoice
clients as the three-month billing period begins. We request, but do not require, that fees
be deducted from investment accounts. Doing so facilitates the reporting of performance
net of fees and also reduces the accounts receivable burden on our staff. Clients give their
written consent in advance to direct payment from their investment accounts, and this
election can be changed at any time by notifying Provident Investment Management.
Provident may make fee adjustments for intra-period account additions and withdrawals.
Management fees are based on combined market value (as stated on the quarterly
appraisal) of accounts under one household as follows:
1.0% per year of the first $1 million
0.8% of the amount from $1 million to $3 million
0.7% of the amount from $3-$5 million, and
0.6% of the amount over $5 million.
Clients with Provident prior to the effective date of Department of Labor Rule Prohibited
Transaction Exemption 2020-02 on July 1, 2022 are afforded a lower fee on the fixed income
portion of their portfolio. These clients are “grandfathered” under this prior schedule.
Fees are negotiable for client relationships of $10 million or more.
Clients may elect to have Provident’s advisory fees deducted from their custodial account.
Both Provident’s Agreement and the custodial/clearing agreement may authorize the
custodian to debit the account for the amount of Provident’s investment advisory fee and to
directly remit that advisory fee to Provident in compliance with regulatory procedures. In the
limited event that Provident bills the client directly, payment is due upon receipt of
Provident’s invoice. Provident shall deduct fees and/or bill clients monthly in advance, based
upon the market value of the assets on the last business day of the previous month.
As discussed below, unless the client directs otherwise or an individual client’s
circumstances require, Provident shall generally recommend that Charles Schwab & Co.
Inc. (“Schwab”) serve as the broker-dealer/custodian for client investment management
assets.
Broker-dealers such as Schwab charge brokerage commissions, transaction, and/or other
type fees for effecting certain types of securities transactions (i.e., including transaction fees
for certain mutual funds, and mark-ups and mark-downs charged for fixed income
transactions, etc.). The types of securities for which transaction fees, commissions, and/or
other type fees (as well as the amount of those fees) shall differ depending upon the broker-

                               Provident Investment Management, Inc.

dealer/custodian. While certain custodians, including Schwab, generally (with the potential
exception for large orders) do not currently charge fees on individual equity transactions
(including ETFs), others do.
There can be no assurance that Schwab will not change their transaction fee pricing in the
future.
Schwab may also assess fees to clients who elect to receive trade confirmations and
account statements by regular mail rather than electronically.
Clients will incur, in addition to Provident’s investment management fee, brokerage
commissions and/or transaction fees, and, relative to all mutual fund and exchange traded
fund purchases, charges imposed at the fund level (e.g., management fees and other fund
expenses).
Termination
Beyond a minimum commitment of ninety days, our relationship may be canceled on thirty
days written notice by either party. In the event that an investment management relationship
is terminated before the next billing cycle, a prorated portion of unused fees will be refunded
by us within 30 days. Services are deemed to have been provided for the month that
includes the notice of termination, but no further even if minor services (reporting, facilitating
transfers) are performed. Unused fees are calculated on the basis of entire months rather
than days.

Disclosures Regarding Employer-Sponsored Retirement Accounts and IRAs
Department of Labor Prohibited Transaction Exemption 2020-02 requires that when
providing investment advice regarding your employer-sponsored retirement plan account,
we acknowledge that we are acting as fiduciaries within the meaning of Title I of the
Employee Retirement Income Security Act, a law governing retirement accounts. The way
we make money creates some conflicts with your interests, so we operate under a special
rule that requires us to act in your best interest and not put our interests ahead of yours.

Under this special rule’s provisions, we must:
      Meet a professional standard of care when making investment recommendations
(give prudent advice);
      Never put our financial interests ahead of yours when making recommendations (give
loyal advice);
      Avoid misleading statements about conflicts of interest, fees, and investments;
      Follow policies and procedures designed to ensure that we give advice that is in your
best interest;
      Charge no more than is reasonable for our services; and
      Give you basic information about potential conflicts of interest which are discussed
on pages 3, 8, 9, and 13 of this document.

We are required to provide a written analysis when a client or prospective client is
considering rolling over a workplace retirement account to an IRA under Provident’s
management. Clients considering doing so are advised that Provident has an economic
incentive and corresponding conflict of interest to recommend its own investment
...

Types of Clients
Description
Provident Investment Management provides investment advice to individuals, trusts,
estates, pension and profit sharing plans, charitable organizations, partnerships,
corporations, business entities, and private investment funds.
We provide an additional service known as Pontera for accounts not directly held at Schwab,
but where we do have discretion, and may leverage an Order Management System to
implement investment strategies on behalf of the client. These are primarily 401(k)
accounts, HSAs, and other assets generally held in accounts away from Schwab.
Investment decisions are made the same way as with clients’ other accounts which are held
at Schwab, but implementation differs because of the separation of custodians. Provident
has less control over trade execution for these accounts, and prices paid for securities
purchased and received for securities sold may be less favorable than at Schwab.
Investment management fees for managed held-away accounts, such as 401(k)s, cannot
be billed to those accounts and will instead be assigned to the client’s taxable accounts. If
the client does not have a taxable account, those fees will be billed directly to the client.
Any agreements with clients cannot be transferred to another party without written client
consent.

Conditions for Managing Accounts
Our minimum account size is $500,000. The minimum is applied to all the assets managed
for a particular household added together, not on an account-by-account basis. This
minimum and other account policies may be waived when, in the judgment of Provident
Investment Management, there are valid reasons for doing so.
By entering into an investment relationship with Provident, clients agree to our use of the
services of Chicago Clearing Corp. (CCC) to process class-action securities litigation claims,
if any. CCC monitors litigation, collects the applicable documents, files the appropriate claim
form, interacts with the administrators, and distributes awards to clients. It charges a 15%
contingency fee which is subtracted when an award is paid. Provident does not receive any
money from CCC, and there is no relationship between the firms except as described herein.

                              Provident Investment Management, Inc.

We conducted due diligence on CCC, including interviews with investment firms that have
used its services for as long as a decade. An annual audit of the effectiveness of CCC’s
policies, including data security, is conducted by Plante Moran, one of the 15 largest
accounting firms in the U.S.

Methods of Analysis, Investment Strategies, and Risk of Loss