Simcoe Capital LLC

Item 5:        Fees and Compensation

We charge a fee based on a percentage of assets under management. Our standard annual fee is
1.0% of the assets under management. Our fees are negotiable.

Unless otherwise arranged with a client, investment management fees are billed directly to Direct
Clients quarterly in advance, based on the market value of account assets (including cash and cash
equivalents, and accrued interest and dividends) as of each calendar quarter’s last day. Client
accounts are valued by using Intercontinental Exchange (ICE) Data Services, an independent third-
party service. Fee calculations vary based on client request.

Direct Clients may opt to have their custodian pay Signia’s investment management fees from the
Client’s managed account(s) only upon the Client’s written authorization. In these cases, Signia
sends an invoice to the custodian and an informational invoice to the Direct Client.

Fees Charged to Direct Accounts
If authorized in the client’s advisory agreement, we will deduct fees directly from client accounts.
Concurrent with our instruction to the client’s qualified custodian holding their assets to deduct
our advisory fees, we will send the client a written invoice, including the fee, the formula used to
calculate the fee, the fee calculation itself, the time period covered by the fee, and, if applicable,
the amount of assets under management on which the fee was based. Signia will include the name
of the custodian(s) on your fee invoice. We urge the client to compare this information with the
fees listed in the account statement.

Fee Rates and Payment terms for institutional accounts and other types of accounts are negotiable
and decided on a case-by-case basis. The rate and payment terms will be documented in the
investment management agreement.

Clients may select whether Signia deducts the incurred fees from their account or directly bills the
incurred fees. Signia will accept checks, ACH payments or wire transfers.
Fees Charged to Third Party Advisers for Sub-Advisory Clients
Sub-Advisory Clients do not pay Signia any fees or compensation directly. Signia receives an
annual investment management fee from each Client based on the total assets in each such third-
party adviser’s Clients’ accounts for which Signia provides investment management services.
Signia receives the sub-advisory fees on a quarterly basis from the Client, either in advance or
arrears depending on the arrangement. Sub-Advisory Clients should receive information about all
the fees they pay from their third-party investment adviser. Each third-party investment adviser is
required under federal securities laws to provide their clients, including Sub-Advisory Clients with
a Form ADV Part 2A (“Adviser Brochure”) that includes disclosures on, among other things, the
fees charged to their clients. Sub-Advisory Clients should review the Adviser Brochure in its
entirety, along with this Brochure in order to fully understand the services, fees, and risks
surrounding these arrangements. These types of arrangements have layers of fees, so it is important
that Sub-Advisory Clients understand all the fees associated with sub-advisory arrangements and
how the fees can lower investment returns over time.

The third-party adviser has been given authority from the Client to authorize SCM to invoice the
Custodian for the Management Fee (the “Fee Statement”) and direct and authorize the Custodian
to deduct the amount stated in the Fee Statement from one or more of the client’s Accounts. SCM
will send a Fee Statement to the third-party adviser once the fees have been submitted to the
custodian.

Fees Charged to Dual Contract Clients

Under a Dual Contract Arrangement, in addition to paying an investment management fee directly
to Signia, the Dual Contract Client also pays an advisory fee to their third-party investment adviser.
The fees being charged are outlined in respective client agreements.

Because these types of arrangements have layers of fees, it is important that Dual Contract Clients
understand all the fees associated with Dual Contract Arrangements and how the fees can lower
investment returns over time.

Other Fees and Costs
Clients will also pay other types of fees and expenses in connection with Signia’s advisory
services, such as custodial and brokerage fees, ETF fees or mutual fund expenses. Signia’s fees
are separate from any fees charged by an ETF, or a mutual fund held in a client’s account. Please
see section Item 12 (Brokerage Practices) for additional information relating to custodian and
broker-dealer services and costs.
Clients should review all applicable documents to fully understand the total amount of all fees
being charged. Clients should understand that lower fees for comparable services may be available
from other investment advisory or financial planning firms.

Refund of Fees Paid in Advance
If a client pays their fee in advance and then terminates our advisory agreement or withdraws all
assets from the account before the last day of a calendar quarter, the fee previously paid with
respect to that calendar quarter will be prorated based on the number of days elapsed in that quarter
prior to the termination or withdrawal, and the unearned portion will be promptly refunded to the
client.

Item 7:         Types of Clients

Signia Capital Management provides investment advisory services to institutions and high-net
worth individuals. Signia generally requires a minimum investment of $500,000 to open an
account for our Small-Micro Cap Value and Small Cap Value Strategy. This minimum may be
waived by Signia at its discretion.