Skyline Asset Management LP

Fees	and	Compensation

Separate Accounts

Skyline’s basic fee schedule for separately managed account clients is generally 0.80% of assets under
management, paid quarterly. Skyline bills clients directly. Whether the fee is paid in arrears or in
advance is negotiated on a case-by-case basis.

Under some circumstances, the account minimum, amount of the fee, and the timing of payment and/or
billing is negotiable. Such circumstances include, among others, charitable portfolios, eleemosynary
portfolios, employee portfolios, the size of the portfolio, competition for particular accounts, and
situations in which a client (i.e., a municipality) is subject to restrictions regarding the amount of fees it
may pay. Any negotiated provisions will be contained in the agreement executed by the client.

In addition to Skyline’s advisory fee, clients will pay custody fees. Clients will incur brokerage and other
transaction costs. For more information on Skyline’s brokerage practices, see “Brokerage Practices”
below.

Mutual Fund

Skyline’s fee for providing sub-advisory services for the mutual fund, AMG Managers Skyline Special
Equities Fund, a series of AMG Funds, is negotiated with the investment adviser to the fund. The current
fee is 0.62% of the fund’s average daily net assets, paid monthly.

Termination

Skyline enters into an investment advisory contract with each client, which includes a provision regarding
termination of the agreement by the client upon notice to Skyline. A client will promptly receive a refund
of the portion of any fees paid in advance equal to the portion of the fee applicable to services that will
not be provided as of the termination date.

Performance‐Based	Fees	and	Side‐by‐Side	Management

Skyline does not charge clients performance-based fees.

                                                                            Skyline Asset Management, L.P.
                                                                                           March 16, 2020

Types	of	Clients

Skyline generally offers investment advice to corporate defined benefit and defined contribution plans
(401(k)), endowments, foundations, public funds, and high net worth individuals, and provides
investment sub-advisory services for a mutual fund, AMG Managers Skyline Special Equities Fund.

Skyline has a current investment minimum amount size of $5 million. Skyline may increase the
minimum account size for new accounts or upon 30 days’ notice for existing accounts in its discretion.
Skyline also reserves the right to waive or maintain accounts below the stated minimum in its sole
discretion.

Methods	of	Analysis,	Investment	Strategies,	and	Risk	of	Loss

Skyline’s securities analysis methods include charting, fundamental, technical, and cyclical analysis.
Skyline currently offers a small cap value equity investment strategy, which is described below along
with the material risks involved. Investing in securities involves risk of loss that clients should be
prepared to bear.

Small Cap Value Equity Strategy

Skyline uses outside research services, computer screening, and internally maintained lists of potential
purchase candidates as the primary sources to identify prospects. Skyline screens ideas to determine
whether they meet its basic criteria: relative valuation, capitalization, financial strength, and opportunities
for continued growth. Then, one of Skyline’s three portfolio managers, with support from the securities
analyst, conducts fundamental research.

Skyline’s portfolio managers analyze all company documents, review any available industry or research
reports, and most importantly, direct questions to company management. The portfolio managers stress
company-specific variables, instead of macro-economic factors, in this assessment. Lastly, the applicable
portfolio manager reviews other companies in the same industry to determine relative valuation of the
company being investigated. The applicable portfolio manager develops an internal research report,
which it distributes and discusses at regular research group meetings. The group provides input, and if
more information is required, the applicable portfolio manager conducts additional research. In addition,
the group determines whether the stock provides needed diversification to the portfolio. The portfolio
manager on a stock makes the final decision after obtaining input from the entire research group. Mike
Maloney has final authority on sector weightings.

Skyline sells a stock when its P/E ratio rises to a level equal to the overall small cap stock market or its
respective industry group. In the case of a stock that declines, Skyline sells only if fundamentals have
changed so that the original investment thesis is no longer valid. Skyline trims a stock if it appreciates to
more than a 5% weighting in the portfolio. The applicable portfolio manager gives the securities trader
specific instructions regarding trades.

Skyline holds meetings regularly to review each portfolio manager’s current holdings. These sessions
may lead to discussions on security and sector weightings and other aspects of portfolio construction.
Skyline generally manages client portfolios the same with an average holding of 65 to 85 positions.
Skyline is not an asset allocator so Skyline seeks to be fully invested at all times and holds cash only
temporarily when no new investment situations meet its buying criteria. Skyline’s average cash holdings
are usually less than 5% annually. Skyline is not a sector allocator and has guidelines regarding sector
representation in the portfolio. Skyline’s goal is to be well-diversified. Skyline’s portfolios will not have

                                                                            Skyline Asset Management, L.P.
                                                                                           March 16, 2020

economic sector weightings that are unusually large relative to either the Russell 2000 or the Russell 2000
Value Indexes, typically less than a double weighting, with the possible exception of Russell sectors with
small weightings. Skyline has no minimum weighting requirements; consequently, Skyline may have no
representation in a particular sector.

The material risks involved in the small cap value equity strategy include:

Liquidity Risk – Particular investments may be difficult to sell at the best price.

Market Risk – Market prices of securities held by a client may fall rapidly or unpredictably due to a
variety of factors, including changing economic, political, or market conditions.

Small-Capitalization Stock Risk – The stocks of small-capitalization companies often have greater price
volatility, lower trading volume, and less liquidity than the stocks of larger, more established companies.

Value Stock Risk – Value stocks may perform differently from the market as a whole and may be
undervalued by the market for a long period of time.