Spirepoint Private Client LLC

ITEM 5 - FEES AND COMPENSATION
Fee Schedule & Billing Method
SpirePoint offers services on a fee basis, which may include fixed fees and fees based on assets under
management or advisement and as part of the Wrap Program.

Investment Management Services
The annual management fee for our Investment Management Services, including Financial Planning, is
based on the total dollar value of the assets maintained in the Client account. The fee assessed and/or
charged is based on what is stipulated in the Investment Advisory Agreement signed by each Client. This
may include a minimum annual fee.

Our annual fee ranges up to 1.5% annually and is assessed and/or charged monthly, in advance, based on
the value at the end of the billing period. Inflows and outflows of cash are considered on a prorated basis
in this calculation. Fees can be structured as a fixed flat percentage fee on total assets in the account, a fixed
flat dollar amount, or a tiered fee schedule whereby the fee is calculated by applying different rates to
different levels of assets.

Financial Planning and Consulting Fees
In addition to the advisory fees paid, we may provide financial planning and/or consulting services to Clients
regarding the management of their financial resources, which is based upon an analysis of their current
personal and financial situations, goals, and objectives. The fee assessed and/or charged is based on what
is stipulated in the Investment Advisory Agreement signed by each Client. This may include a minimum
annual fee. The Firm offers services on a fee basis, which may include fixed fees, as well as fees based on
assets under management or advisement.

Other Fees and Expenses
In addition to the wrap program advisory fees paid to the Firm, Clients may incur certain charges imposed
by other third parties, such as independent managers, broker-dealers, custodians, trust companies,
platform service providers, banks, and other financial institutions (collectively “Financial Institutions”).
These additional charges may include securities brokerage commissions, fees attributable to alternative
assets, reporting charges, margin costs, charges imposed directly by a mutual fund or ETF in a Client’s
account, as disclosed in the fund’s prospectus (e.g., fund management fees and other fund expenses),
deferred sales charges, odd-lot differentials, transfer taxes, and wire transfer and electronic fund fees. In
relationships with third-party and/or Sub-Advisors, their fees would be in addition to the fees charged by
the Firm, paid directly to the third-party and/or Independent Manager/Sub-Advisor, and the Firm will not
receive any portion of those fees or share in those fees.

Direct Fee Debit
Clients generally provide the Firm and/or the Independent Managers/Sub-Advisors with the authority to
directly debit their accounts for payment of the investment advisory fees. The Financial Institutions that
act as the qualified custodian for Client accounts, from which the Firm retains the authority to directly
deduct fees, are required to send statements to Clients not less than quarterly detailing account
transactions, including any amounts paid to the Firm.

Account Additions and Withdrawals
As stated above, Clients may make additions to and withdrawals from their accounts at any time, subject
to the Firm’s right to terminate an account. Additions may be in cash or securities, provided that the Firm
reserves the right to liquidate any transferred securities or declines to accept particular securities into a
client’s account. Clients may withdraw account assets on notice to the Firm, subject to the usual and
customary securities settlement procedures. However, the Firm generally designs its portfolios as long-
term investments, and the withdrawal of assets may impair the achievement of a client’s investment
objectives. The Firm may consult with its clients about the options and implications of transferring
securities. Clients are advised that when transferred securities are liquidated, they may be subject to
transaction fees, short-term redemption fees, fees assessed at the mutual fund level (e.g., contingent
deferred sales charges), and/or tax ramifications.

Commissions and Sales Charges for Recommendations of Securities
Clients can engage certain persons associated with the Firm (but not the Firm directly) to render securities
brokerage services under a separate commission-based arrangement. Clients are under no obligation to
engage such persons and may choose brokers or agents not affiliated with SpirePoint.

Under this arrangement, the Firm’s Supervised Persons, in their individual capacities as registered
representatives of Purshe Kaplan Sterling Investments, Inc. (“PKS”), may provide securities brokerage
services and implement securities transactions under a separate commission-based arrangement.
Supervised Persons may be entitled to a portion of the brokerage commissions paid to PKS, as well as a
share of any ongoing distribution or service (trail) fees from the sale of mutual funds. The Firm may also
recommend no-load or load-waived funds, where no sales charges are assessed. Before effecting any
transactions, Clients are required to enter into a separate account agreement with PKS.

A conflict of interest exists to the extent that the Firm recommends the purchase or sale of securities where
Supervised Persons receive commissions or other additional compensation as a result of the Firm’s
recommendation. We take our fiduciary duty and professional responsibility very seriously and always
endeavor to act in the Clients’ best interest, regardless of any such affiliations. For certain accounts covered
by the Employee Retirement Income Security Act of 1974 (“ERISA”) and such others that the Firm, in its
sole discretion, deems appropriate, the Firm may provide its investment advisory services on a fee -offset
basis. In this scenario, the Firm may offset its fees by an amount equal to the aggregate commissions and
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ITEM 7 - TYPES OF CLIENTS
SpirePoint provides asset management, financial consulting, ERISA plan advisory and consulting, investment
advisory consultation, and selection of third-party Independent Managers and/or Sub-Advisors. Our
services are provided on a discretionary basis to a variety of Clients, such as institutional investors,
individuals, high-net-worth individuals, trusts and estates, qualified purchasers, and individual participants
of retirement plans. In addition, we may also provide advisory services to entities such as pension and
profit-sharing plans, businesses, and other investment advisors.

Account Requirements
The Firm does not impose a stated minimum fee or minimum portfolio value for starting and maintaining an
investment management relationship. Certain Independent Managers may, however, impose more restrictive
account requirements and billing practices on the Firm. In these instances, the Firm may alter its corresponding
account requirements and/or billing practices to accommodate those of the Independent Managers.