Smith Graham & Co Investment Advisors LP

Item 5        FEES AND COMPENSATION

FEES

Asset Based Fee

The specific manner by which Smith Graham charges fees for a Managed Account is
established in an investment management agreement between the investor and Smith
Graham. Smith Graham adheres to the stated standard fee schedule for the Equity
Managed Accounts so that each account is treated equally and in order to comply with
existing favored nations’ provisions.

Generally, we are paid a fee for our investment management services based on the
market value of the Managed Account at the end of a quarter. Smith Graham invoices
Managed Account investors for fees incurred. Managed Account investors are billed in
arrears on a quarterly basis. Fees are computed by multiplying a tiered rate against the
market value of the account. We do not accept or require any prepayment of fees. We
do not have the authority to deduct fees from Managed Accounts.

Quarterly. Using the methodology described above, the annual fee is computed based
on the market value of the accounts at the end of the quarter and one fourth of the fee
is invoiced at the beginning of each quarter for the preceding quarter. For new
accounts, the initial fees are calculated based upon the number of days in the quarter
that Smith Graham managed the account. All subsequent quarters are invoiced for the
full quarter. In most cases, if the agreement is terminated prior to the end of the quarter,
the fee is prorated for the number of days of the quarter that we managed the account
prior to the termination date.

Our standard asset-based fee schedules by product offering for actively managed
products are as follows:

Small Cap Value Equity

                  Principal Amount             Annual
                  of Assets Invested      Percentage Fee
                  First $50,000,000               .75%
                  Over $50,000,000               .60%

Midcap Value Equity

                  Principal Amount             Annual
                  of Assets Invested      Percentage Fee
                  First $100,000,000              .75%
                  Over $100,000,000              .60%

                                                                                  5 | P a g e

                         Smith, Graham & Co. Investment Advisors, L.P.
                                 Form ADV Part 2A – Brochure
                                        April 25, 2023

SMID (Small/Mid) Cap Value Equity

                Principal Amount             Annual
                of Assets Invested       Percentage Fee
                First $50,000,000              .75%
                Over $50,000,000               .60%

Additional Fees

Smith Graham’s investment management fees do not include any transaction fees,
commissions, mark-ups, custodial fees, or other charges by the executing brokers or
account custodian. Brokerage and custodial fees are separate and distinct fees that
are the responsibility of the Client and are in addition to investment management fees
charged by Smith Graham. For a further discussion regarding broker commissions and
related fees, please see Item 12 below.

COMPENSATION

Sales Compensation

Neither Smith Graham nor any of Smith Graham’s supervised persons accepts
compensation for the purchase or sale of securities or other investment products.

Smith Graham bills clients or clients’ designees directly for management fees. Clients
are billed in arrears.

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                      Smith, Graham & Co. Investment Advisors, L.P.
                              Form ADV Part 2A – Brochure
                                     April 25, 2023

Item 7        TYPES OF CLIENTS

Managed Accounts

Smith Graham provides institutional equity investment management services on a
discretionary basis to Managed Accounts for pension and profit-sharing plans,
corporations, state or municipal government entities, trusts, endowments, charitable
organizations, and other business entities.

We impose certain conditions for initiating or maintaining a Managed Account. Each
investor is required to enter into a service agreement with Smith Graham prior to receiving
our services. We do not generally accept Managed Accounts for investors with original
principal of less than $10 million. We reserve the right to waive minimums without prior
notice.

Suitability

All potential investors must go through certain suitability and compliance procedures
(including anti-money laundering procedures), prior to entering into an investment
management agreement with Smith Graham for a Managed Account.

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                           Smith, Graham & Co. Investment Advisors, L.P.
                                   Form ADV Part 2A – Brochure
                                          April 25, 2023