Soundwatch Capital LLC

Item 5      Fees and Compensation

A. Sub-advisory Investment Manager Services

    The Registrant’s standard annual investment advisory fee for SMA clients shall vary from
    0.30% up to 1.00% of the total assets placed under the Registrant’s management / advisement
    and shall be based upon certain criteria (i.e. anticipated future earning capacity, anticipated
    future additional assets, dollar amount of assets to be managed, related accounts, account
    composition, negotiations with client, etc.). The Registrant’s standard annual investment
    advisory fee is negotiable.

    Note: Fee Differentials. The Registrant shall price its services based upon various objective
    and subjective factors. As a result, the Registrant’s fees are diverse based upon the market
    value of an SMA client’s assets, the complexity of the engagement, and the level and scope
    of the overall services to be rendered. The services to be provided by the Registrant to any
    particular underlying SMA client could be available from other advisers at lower fees. All
    investment advisors seeking to engage the Registrant in a sub-advisory capacity should be
    guided accordingly.

    The Registrant believes that its annual investment management fee is reasonable in relation
    to: (1) the advisory services provided, and (2) the fees charged by other investment advisers
    offering similar services/programs.

    In addition to Registrant’s annual investment management fee, the client will also incur
    charges imposed directly at the mutual and exchange traded fund level (e.g., management
    fees and other fund expenses).

    Please Note: Registrant’s investment programs involve moderate portfolio turnover which
    could negatively impact upon the net after-tax gain experienced by an individual client in a
    taxable account.

    Fund Investment Manager Services

    For its services the Fund, the Registrant is entitled to a unitary management fee from the
    Fund at an annual rate of 0.60% of the Fund’s average daily net assets. For the fiscal year
    ended October 31, 2025, the Registrant received an aggregate fee, after fee waivers, of 0.50%

         of average net assets of the Fund. 1This fee is not negotiable. Additional information regarding
         fund expenses, including advisory fees, paid by the Fund is available in the Fund’s prospectus
         and statement of additional information.

     B. As a sub-advisor, the Registrant’s fee may be paid by the engaging platform manager from
        the platform fee it charges the underlying SMA client. The Registrant shall also have the
        ability to have its management fee for each SMA client debited by the custodian on a monthly
        basis. Clients are provided, at least quarterly, with written transaction confirmation notices
        and regular written summary account statements directly from the broker-dealer/custodian
        and/or program sponsor for the client accounts. The Registrant may also provide a written
        periodic report summarizing account activity and performance. The Registrant’s fees charged
        to SMA clients shall be billed monthly in arrears, based upon the market value of the assets
        on the last business day of the month.

         The monthly management fee charged to the fund is deducted directly from the Fund’s assets.

     C. The Registrant does not recommend broker-dealer/custodians for SMA clients. As a sub-
        advisor for SMA clients, when assets are directed to the Registrant, the engaging investment
        adviser and/or the underlying SMA client has already selected a broker-dealer/custodian for
        their investment assets. The Registrant does choose its broker-dealer for its role as the
        investment adviser to the Fund and seeks to obtain best price and execution in connection
        with its selection.

         It should be noted that broker-dealers/custodians charge brokerage commissions and/or
         transaction fees for effecting certain securities transactions as described in Item 12 below
         (i.e. transaction fees are charged for certain no-load mutual funds, commissions are charged
         for individual equity and fixed income securities transactions). In addition to fees incurred
         by the underlying SMA client at the advisor level, brokerage commissions and/or transaction
         fees, clients will also incur, relative to all mutual fund and exchange traded fund purchases,
         charges imposed at the fund level (e.g. management fees and other fund expenses).

     D. Registrant's sub-advisory fee shall be prorated and paid monthly, in arrears, based on the
        market value of the assets under management on the last business day of the month. The
        Registrant is paid monthly in arrears for its role as a sub-advisor to the Fund.

         The Sub-Advisory Agreement between the Registrant and an investment adviser will
         continue in effect until terminated by either party by written notice in accordance with the
         terms of the Agreement.

         While the Registrant does not sell securities or insurance products to clients, supervised
         persons of the Registrant are permitted to accept compensation from the sale of securities and
         insurance products to clients of the Registrant in their individual capacities as licensed
         insurance agents and/or registered representatives.

                                                 Insurance Agents

         Certain of the Registrant’s supervised persons, in their individual capacities, are also licensed

  The Registrant has contractually agreed to waive 0.10% of its unitary management fee to reduce the unitary
management fee to 0.50%. The fee waiver will remain in effect through at least February 28, 2027, and may be
terminated only by the Fund’s Board.
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Item 7        Types of Clients

          The Registrant primarily offers its investment management services to SMA clients on a sub-
          advisory basis. The Registrant generally requires a minimum account size of $250,000 for
          SMA clients. The Registrant, in its sole discretion, may waive its account minimum
          requirement and/or charge a lesser sub-advisory fee to SMA clients based upon certain
          criteria (i.e. anticipated future earning capacity, anticipated future additional assets, dollar
          amount of assets to be managed, related accounts, account composition, negotiations with
          client, etc.). The Registrant also offers investment management services to the Soundwatch
          Hedged Equity ETF.