Seacrest Wealth 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 one or more
written agreements with the Advisor.

A. Fees for Advisory Services
Investment Management Services
Investment management fees are paid quarterly, in advance of each calendar quarter, pursuant to the terms of the
Investment Management Agreement (“IMA”). Investment management fees are based on the market value of
assets under management at the end of the preceding calendar quarter. Investment management fees will vary up
to 2.00% annually, depending on the size and complexity of the Client relationship as well as on the Advisory
Person rendering the services. Relationships with multiple objectives, specific reporting requirements, portfolio
restrictions and other complexities may be charged a higher fee.

The investment management fee in the first quarter of service is prorated to the inception date of the account[s] to
the end of the first quarter. Fees are 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 SWM will be independently valued by the Custodian. SWM will conduct periodic reviews of the Custodian’s
valuations.

If assets of $10,000 or more are deposited into or withdrawn from an account after the inception of a quarter, the
fee payable with respect to such assets will be adjusted or prorated based on the number of days remaining in the
quarter. Clients may make additions to and withdrawals from their account at any time, subject to SWM’s right to
terminate an account. Clients may withdraw account assets on notice to SWM, subject to the usual and customary
securities settlement procedures. However, SWM designs its portfolios as long-term investments and the
withdrawal of assets may impair the achievement of a Client’s investment objectives.

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.

Use of Independent Managers
As noted in Item 4, the Advisor may implement all or a portion of a Client’s investment portfolio utilizing one or more
Independent Managers. To eliminate any conflict of interest, the Advisor does not earn any compensation from an
Independent Manager. The Advisor will only earn its investment advisory fee as described above. Client fees may
be separately billed or deducted from the Client’s account[s] by the Independent Manager. The total blended fee,
including the Advisor’s fee and the Independent Manager’s fee, will not exceed 3.00% annually.

Financial Planning and Consulting Services
SWM offers financial planning or consulting services on an hourly or fixed fee basis, which may be negotiable
depending on the nature and complexity of each Client’s circumstances. An estimate for total hours and/or costs will
be determined prior to establishing the advisory relationship. Fees may be waived if the Client engages the Advisor
for investment management services.

Retirement Plan Advisory Services
Fees for retirement plan advisory services are charged an annual asset-based fee of up to 1.00%, billed quarterly in
arrears, pursuant to the terms of the retirement plan advisory agreement. Retirement plan fees are based on the
market value of assets under management at the end of the quarter. Fees may be negotiable depending on the
size and complexity of the Plan.

B. Fee Billing
Investment Management Services
Investment management fees will be calculated by the Advisor 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
                                            SeaCrest Wealth Management, LLC
                                   3000 Westchester Avenue, Suite 206, Purchase, NY 10577
                                         Phone: (914) 502-1900 * Fax: (914) 251-1312
                                                    www.seacrestwm.com

from the Client’s account[s] at the beginning of the calendar quarter. The amount due is calculated by applying the
quarterly effective rate (annual rate divided by 365 multiplied by the number of days in the billing period) to the total
assets under management with SWM at the end of the prior calendar quarter. Clients will be provided with a
statement, at least quarterly, from the Custodian reflecting deduction of the investment management fee. Clients
provide written authorization permitting advisory fees to be deducted by SWM directly from their accounts held by
the Custodian as part of the Investment Management Agreement and separate account forms provided by the
Custodian.

Use of Independent Managers
For Client accounts implemented through an Independent Manager, the Client’s overall fees may include SWM’s
investment advisory fee (as noted above) plus investment management fees and/or platform fees charged by the
Independent Manager[s], as applicable. In certain instances, the Independent Manager or the Advisor may assume
responsibility for calculating the Client’s fees and deduct all fees from the Client’s account[s].

Financial Planning and Consulting Services
Financial planning and consulting fees are invoiced up to 50% upon execution of the financial planning and
consulting agreement, with the remaining balance due upon receipt of the agreed upon deliverable[s]. In certain
instances, financial planning fees are invoiced at completion of the agreed upon deliverable[s].

Retirement Plan Advisory Services
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Item 7 – Types of Clients

SWM offers investment management services to individuals, high net worth individuals, trusts, estates,
retirement plans, charitable organizations, and businesses. The amount of each type of Client is available on the
Advisor's Form ADV Part 1A. These amounts may change over time and are updated at least annually by the
Advisor. SWM generally does not impose a minimum size for establishing a relationship, but certain investments
may have minimums. Clients invested with Independent Managers may encounter account minimums imposed
by those managers.