Stone Temple Partners LLC

Item 5 - Fees and Compensation
Fees Charged to Private Wealth Clients
Stone Temple charges a fee calculated as a percentage of assets under management for the management
services provided by the firm to each private wealth client, with tiered decreases in the percentage charged
when the value of such client’s total assets managed by Stone Temple exceeds such tier’s threshold. Stone
Temple generally imposes a minimum annual advisory fee for private wealth clients, which minimum
may be reduced or waived at Stone Temple’s sole discretion. If other members of a private wealth client’s
immediate family appoint Stone Temple to manage additional assets, all of such family’s managed assets
can be aggregated to reach a more-favorable fee percentage tier. Private wealth client fees generally will
be billed quarterly in advance, based upon the market value of such assets on the last business day of the
previous quarter, and clients remit payments in response to invoices issued by the firm.

If a private wealth client terminates its account or the applicable investment management contract with
Stone Temple, such private wealth client may do so generally with 30 days’ prior written notice, but in
some circumstances on as short as 7 days’ prior written notice. In such situations, any pre-paid fees will
be refunded based on daily pro-ration of the fee that was billed, to the extent the termination date does
not occur as of the last day of a calendar quarter.

Fees Charged to Family Offices
Stone Temple charges a fixed annual fee for its services which will vary for each family office client based
upon a number of factors unique to each family office client, including the type and complexity of assets
and the advisory services offered, and which may be renegotiated from time to time. Family office client
fees generally will be billed quarterly in advance, based upon the negotiated fixed fee in the advisory
contract, and clients remit payments in response to invoices issued by the firm.

If a family office client terminates its account or the applicable advisory contract with Stone Temple,
such family office client may do so with 90 days’ prior notice, generally subject to a minimum initial
contract term. In such situations, any pre-paid fees will be refunded based on daily pro-ration of the fee
that was billed or based on such other terms and conditions as set forth in the applicable advisory contract.

Fees Charged to STP Private Funds
Stone Temple generally charges a fee calculated as a percentage of assets under management for the
management services provided by the firm to an STP Private Fund, payable quarterly in advance. In
addition, for advisory services to an STP Private Fund, the firm may be paid compensation by the fund
based on the performance of the fund’s investments. The relevant private placement memorandum or
other offering documents, limited partnership or other operating agreements of such STP Private Fund
will describe how any such fees and performance-based compensation will be paid, which may be directly
by the investor via a capital call, by deduction from an investor’s capital account, by withholding from
distributions, or by some other method. However, when private wealth clients or family office clients
hold interests in STP Private Funds in an account that is charged an investment advisory fee by Stone
Temple, the management fee or the performance-based compensation charged by the applicable STP
Private Fund will be waived for the STP Private Fund interests held in such account. In the event that
such private wealth client’s or family office client’s relationship with Stone Temple is terminated, such
STP Private Fund interests will become subject to any management fee and any performance-based
compensation (each where applicable) charged by the applicable STP Private Fund. In addition,
management fees and performance-based compensation are subject to modification, waiver, or
reduction, at the election of Stone Temple. Please see Item 6 - Performance-Based Fees and Side-By-
Side Management below for discussion of performance-based compensation. Stone Temple does not
charge any fees in respect of targeted portfolios.

Fees Charged by Financial Institutions, Custodians and Third Party Managers
Stone Temple’s clients pay the fees, costs, and expenses, determined by the firm as necessary, advisable or
appropriate to reach each client’s investment objectives. The fees, costs, and expenses may include:
management fees, custodial fees, accounting, brokerage commissions, clearing fees, valuation service
costs, interest on margin accounts and other margin costs, borrowing charges, fees and/or performance
based compensation charged by third-party managers and their respective affiliates, mark-ups and mark-
downs on fixed-income transactions, other transaction costs and expenses, fees and expenses charged by
mutual funds and exchange traded funds (including, without limitation, transaction costs, 12b-1 fees,
and sales charges), fees imposed by variable annuity providers, account maintenance fees, odd-lot
differentials, transfer taxes, wire transfer and electronic fund fees, and other cost and expenses in
connection with the client’s account/accounts.

All fees paid to Stone Temple for investment advisory services are separate and distinct from the fees,
costs, commissions, and expenses charged by brokers and third-party managers. Neither Stone Temple,
nor any of its principals or employees, share in any portion of these fees, costs, commissions, or expenses.
Please see Item 12 - Brokerage Practices below for discussion of third-party fees, costs, and expenses.

Item 7 - Types of Clients
Stone Temple provides investment management, wealth management, and financial planning services to
a select group of private wealth clients (which may include high net worth and ultra-high net worth
individuals and entities), as well as a broader array of customized investment and other advisory services
to an exclusive group of family office clients (which may comprise ultra-high-net-worth individuals, their
family members, trusts, foundations, family businesses, and various investment vehicles).

In addition, Stone Temple has launched an STP Private Fund that is an evergreen pooled investment
vehicle (private investment fund) focusing on liquid alternative investments, for which it serves as
investment advisor, and the firm intends to provide investment advisory and other services to a curated
selection of targeted portfolios (including but not limited to other STP Private Funds) that will range
across the following additional asset classes: cash management, fixed income, alternative yield, public
equity, private equity, venture capital/directs, real estate, and real assets. These other STP Private Funds
may be evergreen or drawdown in nature.