Fees and Compensation — Form ADV Part 2A (3/31/2026)
[Brochure]
Item 5 - Fees and Compensation
Separately Managed Accounts
For advisory services provided to SMAs, SAM charges an investment management fee based on a
percentage of the market value of the assets under management and performance-based fees. The
maximum annual fee for advisory services is 2% of the account’s assets. However, SAM may, from time
to time, negotiate its fee. Generally, management fees are billed quarterly, in advance, and are prorated
for the Clients’ investments if made at times other than the start of a calendar quarter. SAM also receives
a performance fee of up to 20% based on the net increase of the account’s value (please see Item 6 for
more information regarding performance fees). If for any reason a SMA wishes to terminate an
investment advisory contract, the SMA must provide prior written notice in accordance with the terms
of their contract and any fees paid in advance will be returned. Unless SAM has permission from
the Client to debit automatically the SMA’s custodial, banking or brokerage account(s), as the case may
be, SAM will invoice each SMA for services rendered. In addition to SAM’s investment management
fees, SMAs bear trading costs, custodial fees and other expenses that may be charged by other third
parties. Clients should review all fees charged by SAM and its affiliates, custodians and brokers and
others to fully understand the total amount of fees to be paid.
Private Funds
For advisory services provided to Private Funds, compensation received by SAM is generally comprised
of fees based on a percentage of assets under management and performance-based amounts. SAM’s
asset based fees range up to 2% (per annum). However, SAM may, from time to time, negotiate its fee.
Asset-based fees are billed quarterly at the commencement of the calendar quarter during which the
Company will perform the services to which the fees relate. SAM also receives a performance fee up
to 20%. The Company may waive all or any portion of the performance fee with respect to any investor.
Fees are charged to each investor’s capital account.
Investors generally will be permitted to make complete or partial redemptions in accordance with the
terms of the Private Fund’s governing documents. Each Private Fund sets forth its specific fee
structure (including how it charges fees) along with the additional operational expenses in a confidential
explanatory memorandum or similar offering document provided to prospective investors. In addition
to SAM’s fees, investors will bear indirectly other fees and expenses charged to the Private Fund to
maintain its ongoing operation. The detailed breakdown of Private Fund expenses is outlined in the Private
Fund’s offering memorandum.
Account Minimums and Types of Clients — Form ADV Part 2A (3/31/2026)
[Brochure]
Item 7 - Types of Clients
SAM provides advisory services to various Private Funds and SMAs. The private investment funds
operate as pooled investment vehicles and are generally organized in a “master-feeder” structure,
where certain “feeder funds” (for example, an onshore private investment Delaware partnership and
an offshore Cayman Islands exempted company) invest substantially all of their assets into a related
“master fund,” although the feeder funds may make direct investments for tax, legal or regulatory
reasons.
Subject to the discretion of SAM to accept less, the minimum investment threshold for the Private
Funds ranges from $500,000 to $1,000,000. Although the Company has the authority to accept a
lesser amount, the minimum investment for a SMA is generally $1,000,000, but SAM may agree to
manage smaller SMAs in its sole discretion.
SAM may from time to time enter into agreements (collectively, “Side Letters”) with one or more
investors of a Private Fund which provide such investor with additional and/or different rights
(including, without limitation, with respect to management fees, performance allocations, withdrawals,
access to information, minimum investment amounts and liquidity terms).
Filed 2013-09-20 (D) · Exemption 506, 3(c), 3(c)(7) · Minimum $500,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose
Filed 2013-09-20 (D/A) · Exemption 506, 3(c), 3(c)(1) · Minimum $500,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose
AUM Breakdown
Accounts
AUM ($M)
By Client Type
(a) Individuals (other than high net worth individuals)
5
0.2
(b) Individuals (high net worth individuals)
3
9.7
(c) Banking or thrift institutions
0
0.0
(d) Investment companies
0
0.0
(e) Business development companies
0
0.0
(f) Pooled investment vehicles
3
48.1
(g) Pension and profit sharing plans
1
0.1
(h) Charitable organizations
3
11.6
(i) State or municipal government entities
0
0.0
(j) Other investment advisers
0
0.0
(k) Insurance companies
0
0.0
(l) Sovereign wealth funds and foreign official institutions
0
0.0
(m) Corporations or other businesses not listed above