Spyglass Capital Management LLC

Item 5 – Fees and Compensation

Spyglass Growth Fund (SGF)

       Spyglass receives an asset-based management fee equal to one-twelfth of 1.00% of
net assets accrued daily and paid monthly in arrears (1.00% annualized). Fees are
automatically deducted from SGF.

UCITS Share Classes

        The manager of the UCITS ICAV determines the management fee for each share
class. These fees are paid monthly in arrears after calculation and approval by the ICAV
manager. One or more share classes contain a performance fee if the investor’s
performance exceeds a published benchmark.

Interest in Private Funds

        The offering documents for a private fund sets forth the management fee for limited
partner. The management fees are paid quarterly in arrears after calculation and approval
by the fund administrator and general partner. The fund contains a performance fee
component which is payable if the fund returns capital in excess of the committed capital
amount.

      PERFORMANCE BASED FEES WILL ONLY BE CHARGED IN
ACCORDANCE WITH THE PROVISIONS OF RULE 205-3 PROMULGATED
UNDER THE INVESTMENT ADVISERS ACT OF 1940, AS AMENDED (“ADVISERS
ACT”), APPLICABLE SEC GUIDANCE, AND/OR APPLICABLE STATE OR
FOREIGN REGULATIONS.

Separately Managed Accounts

        Each of the separately managed accounts pays Spyglass a management fee at a rate
set forth in the investment management agreement negotiated between Spyglass and the
Client. Spyglass’s current standard rate for its asset-based management fee is 1.00% for
those accounts for which the Firm provides portfolio management services.

        Management fees are negotiated and vary by client based on a number of factors,
such as account size, client relationship, servicing needs, whether the account has a
performance fee component and the duration of client relationship. Management fees are
generally payable quarterly in arrears. Management fees are prorated to reflect any
withdrawals or contributions which occur during a quarter.

       For separately managed accounts, Spyglass may request that the Client provide
authorization for the firm to deduct management fees directly from the investment account.
Important information about the deduction of management fees:

           •   The Client must provide authorization for us to deduct fees by initialing the
               appropriate section of our IMA.
           •   The Client will receive a detailed invoice for each period which outlines our
               fees and how they are calculated before we request payment from the
               custodian.
           •   The Client will receive a statement from your custodian which shows your
               holdings.
           •   The Client is responsible for reviewing the accuracy of the fees being billed,
               as the custodian may not do so.

        The Client may terminate the IMA under which we manage a separate account at
any time after providing thirty (30) days prior written notice or as otherwise set forth in the
IMA. Fee calculations will be prorated to the date of termination and any unearned portion,
if any, will be refunded to the Client.

Model Portfolio Delivery Service Fees

        Model Portfolio Delivery Service fee rates are negotiated and determined based
upon the terms of each underlying agreement. Fees are generally paid quarterly in arrears
based on assets under advisement. Please note the assets advised with respect to the model
portfolio delivery services are non-discretionary and excluded from the Firm’s assets under
management. In these cases, Spyglass does not exercise investment discretion, and it is the
obligation of the investment manager to determine whether and when to effectuate the
model-based portfolio weight recommendations.

Other Fees and Costs

        Besides Client’s management fees (discussed above), there are other Client
operating expenses including, among other things, shareholder servicing fees, taxes, and
interest (“Operating Expenses”). Spyglass has agreed to reimburse SGF expenses to ensure
that Operating Expenses inclusive of management fees do not exceed 1.00% of the Client’s
daily average net assets through April 30, 2023, unless earlier terminated by the Trust’s
Board of Trustees.

        In addition to the management fees discussed above, expenses associated with
making investments on behalf of Clients or on behalf of separately managed accounts also
will be incurred from parties independent of Spyglass.

         Investment-related expenses include some or all of the following: transaction costs
(e.g., commissions, bid-ask spreads, or mark-ups), interest on margin borrowing, clearing
costs, transfer taxes and custodian fees. Spyglass’s investment strategy at times involves
a high level of trading, and the turnover of its portfolio could generate substantial
transaction costs. These costs will be borne by the Client or by the separately managed
account regardless of profitability. Item 12 further describes the factors we consider in
selecting or recommending broker-dealers and determining the reasonableness of their
commissions and other compensation.

       None of our employees accept compensation for the sale of securities or other
investment products.

Item 7 – Types of Clients

       As referenced above, Spyglass provides investment management services to the
following types of commingled vehicles: SGF, a registered investment company, a UCITS,
and a private fund. In addition, we provide discretionary asset management services to
family offices, endowments, high net worth individuals and other institutional Clients
through separately managed accounts. Spyglass also provides model portfolio delivery
services to select institutional managers on a non-discretionary basis.

       The investment minimum required for investing in SGF is $100,000 (Institutional
Shares) and $3,000 (Retail Shares). Currently only Institutional Shares are offered for
investment. Spyglass does not provide investment advice individually to investors in SGF.

       We provide discretionary advisory and asset management services to institutions
and select types of individual Clients, typically high net worth individuals. The minimum
account size for asset management accounts is $10 Million. We may waive the minimum
account size in our sole and absolute discretion.