Strategic Financial Management LLC

Item 5 – Fees and Compensation

  Fixed Fee Arrangements. SFM charges fees according to a fixed-fee arrangement depending upon the
  scope and complexity of the services being performed. For example, SFM may agree to provide investment
  advisory services for a fixed fee for a specified period. Fixed fees are negotiable and will be determined on
  a case-by-case basis, depending on such factors as the nature and complexity of the services, staffing
  arrangements, and size of the asset base. All fees will be agreed upon in advance with the Client.

  Generally, fees are charged either monthly or quarterly in advance, and thus, such fees will be prorated or
  refunded for any partial period of investment advisory service. Because SFM reserves the right to
  negotiate fees, certain clients pay more or less than others depending on certain factors, including but not
  limited to, the type and size of the account, the level and complexity of service provided, and the total
  amount of assets managed for a single Client or such Client’s family in the aggregate.

  Clients may pay other fees such as brokerage commissions, transaction fees, custodial fees and transfer
  taxes, and other fees and taxes charged to brokerage accounts and securities transactions. Brokerage fees
  may be incurred in accordance with the practices set forth in Item 12 below.

  All SFM client assets are held by a “qualified custodian,” as that term is defined in Rule 206(4)-2 of the
  Investment Advisers Act of 1940 (the “Advisers Act”), to the extent required by law. SFM bills its Clients
  directly.

  Out-of-Pocket Expenses. In addition to fees, Clients will be responsible for certain out-of-pocket
  expenses for reasonable and direct costs incurred by SFM on the client’s behalf, such as travel expenses.
  From time to time, SFM may engage third-party service providers, such as attorneys, accountants, and
  other experts to assist with coordinating and conducting due diligence on an investment opportunity on
  your behalf or structuring and purchasing an investment. SFM will pass these expenses along to clients
  investing in the specific investment on a pro rata basis based on the dollar value of the client’s commitment.
  In the event a client determines not to participate at any time prior to the closing of an investment, SFM
  shall determine how to allocate expenses based on its good faith estimate of allocable expenses and may
  determine that a non-participating client owes no expenses, or their pro rata share of expenses. SFM will
  provide Clients with an invoice containing a detailed description of such expenses as necessary.

  Other Fees. Clients may incur certain charges imposed by custodians, brokers, attorneys, third- party
  investment products and other third parties, such as fees charged by other managers, custodial fees,
  deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, other fees
  and taxes related to brokerage and custodian accounts and securities transactions, and certain other
  expenses. Fees to SFM do not include any fees due to such third parties that provide services to the client
  or any underlying fees and expenses associated with private funds or alternative investments in which
  Clients’ assets may be invested. The Client may contract directly with investment managers, brokers,
  attorneys, and custodians to provide services with regard to his or her assets and thus will be charged
  separately by such entities for their services.

Item 7 – Types of Clients
 SFM provides nondiscretionary investment advice to ultra-high net-worth individuals and, through SFM’s
 Managing Member, other members, and employees may provide discretionary investment advice or
 services as a trustee to trusts of high net-worth individuals or their families or occasionally as a manager
 to family companies.

SFM generally requires its Clients to have a minimum net worth of $100 million before providing
investment advisory services. However, fees and minimum account balances may be subject to waiver or
modifications and negotiations to accommodate special client requirements.