Sprott Asset Management USA Inc

Item 5. Fees and Compensation

The Adviser’s annual management fee is based upon a percentage of the market value of the assets under
management and in accordance with the fee schedule agreed upon between the Client and Adviser, as
stated in the Advisory Agreement between the Client and Adviser. Additionally, a performance fee could
be assessed where applicable (discussed in further detail below).

With respect to the Managed Account Clients, the Adviser’s management fee is assessed quarterly in
advance or in arrears, as applicable, and the assessed fee is then deducted from the Managed Account
Client’s account(s) within thirty (30) days from the applicable quarter end. If a Managed Account
Client’s account is not open for the full quarter in which the fee is being assessed, the fee shall be prorated
accordingly. The fee for the initial quarterly period is prorated for the duration of the remaining quarter,
or month, based upon the account’s funding date and the net value of assets deposited in the account on

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Sprott Asset Management USA, Inc.                                                                March 2026
Form ADV Part 2A

such date. If billed in arrears, the fee for the initial quarterly period is prorated to reflect the number of
days since initial funding. In the event of termination, a Managed Account Client is entitled to a prorated
refund of any pre-paid management fee based upon the number of days remaining in the quarter after
the termination date; however, to the extent that there are private or illiquid securities remaining in such
a Managed Account Client’s account after the termination date, the management fees and performance
fees continue to be due and payable thereon. If fees are assessed in arrears, all earned, unpaid fees will
be due and payable immediately upon termination of the Managed Account Client’s account.

With respect to the Sprott Hathaway Fund, the Adviser’s management fee is paid as of the beginning of
each calendar quarter. If a Sprott Hathaway Fund client’s account is not open for the full month in which
the fee is being assessed, the fee shall be prorated accordingly. The fee for the initial month is prorated
to reflect the number of days since initial funding. In the event of termination, all earned, unpaid fees
will be due and payable immediately upon termination of the account.

With respect to the SPC Fund, the Adviser’s management fee is assessed monthly in advance, and is
paid out quarterly within 30 business days after the start of each quarter. The Adviser is permitted to
waive or reduce the management fee in respect of any limited partner in its discretion. Redemptions are
available annually with 6 months’ notice.

With respect to the RED Fund and RED QP Fund, the Adviser’s management fee is assessed monthly
in advance, and is paid to within 15 business days after the start of each month. The management fee is
adjusted for any mid-month redemptions, and the Adviser is permitted to waive or reduce the
management fee in respect of any limited partner in its discretion.

With respect to the Adviser’s registered fund Clients, the Sprott Focus Trust pays an asset-based
investment advisory fee of 1.0% per annum for providing investment advisory services. The Gold Miners
ETF and the Junior Gold Miners ETF each pay an investment advisory fee at an annual rate of 0.35% of
average daily net assets. The Nickel Miners ETF and the Junior Copper Miners ETF each pay an
investment advisory fee at an annual rate of 0.75% of average daily net assets. The Critical Materials
ETF, Copper Miners ETF, Lithium Miners ETF and the Silver Miners and Physical Silver ETF each pay
an investment advisory fee at an annual rate of 0.65% of average daily net assets. The Junior Uranium
Miners ETF pays an investment advisory fee at an annual rate of 0.80% of average daily net assets. The
Uranium Miners ETF pays an investment advisory fee at an annual rate of 0.75% as a unitary fee which
took effect on April 1, 2024. The Gold Equity Fund pays an investment advisory fee at an annual rate of
1.00% on the first $500 million of average daily net assets, 0.75% of average daily net assets in excess
of $500 million but not exceeding $1 billion, and 0.65% of average daily net assets in excess of $1
billion. In addition, the Gold Equity Fund pays an administration fee at an annual rate of 0.15% on the
first $400 million of average daily net assets, 0.13% on the next $600 million of average daily net assets,
and 0.12% on the average daily net assets in excess of $1 billion. The Active Gold & Silver Miners ETF
and the Sprott Active Metals and Miners ETF both pay an investment advisory fee at an annual rate of
0.89%. The foregoing fees paid by the Adviser’s registered fund Clients are payable monthly and are
paid to the Adviser or its affiliate.

Retail Account Standard Fee Schedule

All Managed Account Clients enter into an Advisory Agreement with SAM USA. This agreement sets
forth the services to be provided and the commensurate management fees for such services. Fees are
subject to negotiation at the sole discretion of SAM USA and will typically vary according to several
factors, such as: the type of client; the discretionary authority granted to the Adviser; the total assets

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Sprott Asset Management USA, Inc.                                                               March 2026
Form ADV Part 2A

under management; and other business considerations. Fees are subject to change with thirty (30) days’
written notice. As of the date of this Brochure, SAM USA’s standard fee schedule is 2.0% of net assets
under management. Fees are billed quarterly in advance or arrears.

Sprott Hathaway Fund Fee Schedule

Investors in the Sprott Hathaway Fund pay SAM USA a management fee equal to 1.5% per annum of
the value of each limited partner’s capital account and a performance fee of 20% subject to an 8%
...

Item 7. Types of Clients

SAM USA primarily provides customized investment management services to high-net-worth
individuals and their associated trusts, estates, Family Offices, pension and profit-sharing plans, as well
as certain other business entities and institutional clients. The Adviser’s minimum account size is
generally $100,000, but this amount is negotiable and could vary depending on the selected investment
platform.

The Sprott Hathaway Fund, RED Fund and RED QP Fund, and SPC Fund are intended for investors
who meet the qualifications of “qualified clients,” as defined under Rule 205-3 of the Advisers Act. The
minimum investment for the Sprott Hathaway Fund and SPC Fund is $1,000,000, for the RED Fund and

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Sprott Asset Management USA, Inc.                                                              March 2026
Form ADV Part 2A

RED QP Fund is $250,000, and all are subject to reduction or waiver at the discretion of each Fund’s
general partner. The Sprott Partners Fund is intended for investors who are either “qualified purchasers”
or “knowledgeable employees” of SAM USA for purposes of the Investment Company Act of 1940, as
amended (“1940 Act”).