SSGA Funds Management Inc

Item 5. Fees and Compensation
         SSGA FM does not maintain a standardized fee schedule for its advisory services. Advisory or sub-advisory fees
         are negotiated with each client and may vary depending upon the size and type of client mandate, the strategy
         selected and the distribution channel in which the product is offered and sold. SSGA FM clients are not required
         to pay fees in advance.

         Advisory Fees: Fees are typically expressed as an annual percentage of a client’s average daily net assets
         managed by SSGA FM, calculated daily, paid either monthly or quarterly, and deducted directly from client
         assets. For Funds where SSGA FM acts as sub‐adviser, clients are billed for the fees. SSGA FM may charge clients
         certain minimum fees for its advisory services pursuant to the applicable client agreement. In certain situations,
         SSGA FM may agree to waive or reimburse a portion of its advisory fee. Please refer to Item 6. Performance-
         Based Fees and Side‐By‐Side Management for an additional discussion regarding fees.

         Private Funds: With respect to unregistered pooled investment vehicles advised by SSGA FM (each a “Private
         Fund”), the applicable fees and expenses and the timing of such payments are as set forth in such Private Fund’s
         subscription agreement, investment management agreement, and/or other governing agreement, as well as the
         Private Fund’s offering materials.

         Custodial, Administrative, Transfer Agency, or Securities Lending Agency Fees: Clients of SSGA FM
         are responsible for certain other fees and expenses, including, but not limited to, custodial, administrative, sub-
         administrative, transfer agency, or securities lending agency fees. These fees may be paid to SSGA FM or

Information Classification: General

         affiliates of SSGA FM, such as State Street Bank & Trust Company (“SSBT”). In addition, to the extent client
         assets are invested in registered investment companies, clients will bear their pro‐rata share of such investment
         company expenses.

         Funds also typically bear their own operating and other expenses, including, but not limited to legal expenses
         (including litigation and indemnification costs), internal and external accounting expenses, audit and tax
         preparation expenses, and taxes, fees or other governmental charges.

         SSGA FM clients will also incur brokerage and other transaction costs. Please refer to Item 12. Brokerage
         Practices for more information about brokerage.

         SSGA FM does not have supervised persons that accept compensation from SSGA FM for the sale of securities or
         other investment products, including asset‐based sales charges or service fees from the sale of mutual funds.
         Employees of SSGA FM’s affiliates may receive compensation in connection with the sale of SSGA FM‐advised
         products.

         SSGA FM and its affiliates may have business relationships with, and purchase, distribute, or sell services or
         products from or to, distributors, consultants, and others who recommend, distribute, or have interests or
         relationships associated with sales or recommendations of Fund interests or portfolio transactions for the Funds.
         For example, SSGA FM’s affiliates regularly participate in industry and consultant sponsored conferences and
         may purchase related educational data or other services from consultants or other third parties that they deem to
         be of value to their employees and their businesses. In addition, SSGA FM’s and its affiliates’ employees may have
         board or advisory relationships with issuers, distributors, consultants, and charitable organizations that may own
         or that may recommend or distribute interests of the Funds or execute portfolio transactions for the Funds. As a
         result, those persons and institutions may have conflicts associated with the promotion of Fund securities and
         portfolio investment‐related matters that could create incentives for them to promote such sales or raise other
         conflicts. Please refer to Item 14. Client Referrals and Other Compensation for more information.

Item 7. Types of Clients
         SSGA FM’s investment advisory clients consist primarily of U.S. investment companies registered under the 1940
         Act and certain pooled investment vehicles exempt from such registration, for which SSGA FM is either the
         named investment adviser or sub‐adviser. SSGA FM provides ETF model portfolio services on a non‐
         discretionary basis to investment advisers and other financial institutions that use such information provided by
         SSGA FM for use in or with various financial products offered to their clients. In addition, SSGA FM provides
         investment advice to pensions and profit-sharing plans (other than plan participants).