TimesSquare Capital Management LLC

FEES AND COMPENSATION

Standard Fee Schedule | Separately Managed Accounts
TimesSquare is compensated for its investment advisory services through payments of fees made by its
clients. The Firm’s standard fee schedule (by percentage of assets annually) is included below. This
standard fee schedule may be modified from time to time. TimesSquare may not have accounts of all
types at any given time.

              U.S. Small Cap Growth Accounts
                     First $50 million                                    1.00%
                     Next $50 million                                     0.90%
                     On balance over $100 million                         0.80%

              U.S. Concentrated Small Cap Growth Equity Accounts          0.90%

              U.S. Small/Mid Cap Growth Accounts
                     First $50 million                                    0.85%
                     Next $50 million                                     0.75%
                     On balance over $100 million                         0.60%

              U.S. Mid Cap Growth Accounts
                    First $50 million                                     0.80%
                    Next $50 million                                      0.70%
                    On balance over $100 million                          0.60%

              U.S. Focused Mid Cap Growth Equity Accounts                 0.85%

               International Small Cap Accounts
                       First $75 million                                      0.85%
                       Next $75 million                                       0.75%
                       On balance over $150 million                           0.60%

               Global Small Cap Accounts
                      First $75 million                                       0.80%
                      Next $75 million                                        0.70%
                      On balance                                              0.60%

Standard Fee Schedule | UMA
TimesSquare is compensated for the use of its model portfolio(s) by the UMA sponsors. The Firm’s
standard fee schedule (by percentage of assets annually) is stated below. This schedule may be modified
from time to time. TimesSquare may not have accounts of all types at any given time.

      U.S. Small Cap Growth                             0.39%
      U.S. Small &Mid Cap Growth                        0.35%
      U.S. Mid Cap Growth                               0.30%
      U.S. Focused Mid Cap Growth                       0.30%

Notwithstanding the above fee schedules, and subject to applicable laws and regulations, TimesSquare
retains discretion over the fees that it charges to its clients, as well as any changes in its fee schedules.
Fees are negotiable for clients; and comparable clients in the same investment style may have fee
schedules that vary from the standard fee schedule. Fees may be negotiated at TimesSquare’s sole
discretion in light of a client’s special circumstances, such as asset levels, service requirements, or other
factors. In some cases, the Firm may agree to offer clients a fee schedule that is lower than that of any
other comparable clients in the same investment style. In addition, there may be historical fee schedules
with longstanding clients or client relationships that differ from those applicable to new client
relationships. For comparable services, other investment advisers may charge higher or lower fees than
those charged by TimesSquare. Advisory fees may be subject to a specified annual minimum; however,
TimesSquare reserves the right to waive all or a portion of its management fee and negotiate minimum
annual fees.

Fees for advisory services are generally billed quarterly in arrears and are prorated to the date of
termination if the client terminates their relationship with TimesSquare. TimesSquare does not directly
deduct its fees from client accounts. In the event of a termination of a client agreement in accordance
with the terms of such agreement, any advisory fees paid but not yet earned would be promptly refunded
to the client. Fees are also prorated at the inception of the investment advisory agreement to cover only
the period of time the account assets were under management.

The fees charged to clients generally are computed as a percentage of the value of the assets under
management. To calculate advisory fees, TimesSquare generally relies on prices provided by third-party
pricing services, custodians, and/or broker-dealers or platform sponsors for purposes of valuing portfolio
securities held in client accounts. TimesSquare may, on occasion, be required to “fair value price” a
security when a market price for that security is not readily available or when TimesSquare has reason

to believe that the market price is unreliable. When “fair value pricing” a security, TimesSquare will
use various sources of information at its disposal to determine the price that the security would obtain in
the marketplace if, in fact, a market for the security existed. For any fair valued securities, TimesSquare
maintains policies and procedures relating to the pricing process and has organized a Pricing Committee
in an effort to mitigate any conflicts of interest with respect to valuation.

The method for determining institutional client fees varies among accounts based on the specific
provisions of investment management agreements and/or other written instructions we may receive from
our institutional clients. For example, an account may require that the Firm calculates institutional
clients’ fees using TimesSquare’s market values (i.e., the values from TimesSquare’s portfolio
accounting system). In other instances, an account may require that the Firm calculates institutional
clients’ fees using custodian market values. In such cases the custodian market values used in the fee
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TYPES OF CLIENTS
The Firm provides investment advisory services to private funds and various types of clients, including
employee benefit plans, Taft-Hartley plans, charitable organizations, state and municipal government
entities, investment companies, other pooled investment vehicles, registered investment companies
(including the ETF), corporations, as well as certain high net worth individuals and to modeled
portfolios.

The parameters for investing in our strategies are listed below. However, the minimum account size is
negotiable and may be waived/modified at the Firm’s discretion.

      U.S. Small Cap Growth                         $20M
      U.S. Small &Mid Cap Growth                    $20M
      U.S. Mid Cap Growth                           $5M
      U.S. Focused Mid Cap Growth                   $5M
      International Small Cap Equity                $25M
      Global Small Cap                              $25M

Any initial and additional subscription minimums with respect to an investment in a private fund are
disclosed in the offering memorandum of that particular private fund.

Where TimesSquare serves as adviser or sub-adviser to certain mutual funds and/or ETFs, the account
minimums are generally established by the respective fund’(s) offering documents.

METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF LOSS

TimesSquare specializes in investing in equity securities that it believes have the greatest potential for
price appreciation. The Firm uses a proprietary stock selection methodology based on fundamental
research to identify these growth companies.
Methods of Analysis and Related Risks

As noted above, TimesSquare specializes in identifying domestic and international equity securities
across the capitalization spectrum that it believes have the greatest potential for price appreciation.
TimesSquare’s fundamental growth equity research focuses on corporate management and on whether
the company has a sustainable competitive advantage and the potential for consistent growth.
TimesSquare uses a proprietary stock selection methodology based on fundamental research to identify
these growth companies. Fundamental research is a method of evaluating a security to determine the
security’s intrinsic value by initially examining company-specific factors, such as quality of management
as well as certain economic, financial, and other qualitative and quantitative factors, including both

macroeconomic factors, such as the overall economy and industry conditions. In general, TimesSquare
looks for a targeted range of price appreciation potential generally over a 12 to 18 month investment
horizon. TimesSquare will also consider: probability of retaining/widening margins; proportion of
recurring revenues; strength of balance sheet; barriers to entry and competitive landscape; management
track record; and market visibility. TimesSquare’s research often includes on-site company visits, and
meetings with customers, competitors, and suppliers.

TimesSquare generates the majority of its investment ideas through proprietary research, including on-
site company visits, meetings with customers, competitors, and suppliers as well as investment
conference attendance. The proprietary research is supported by review of additional information
sources. In evaluating securities, the main sources of the supporting information used by TimesSquare
include, but are not limited to, quantitative data provided by third-party vendors, , research materials
prepared by third parties, corporate rating services relating to historical prices of securities, dividends,
and earnings reports, annual reports, prospectuses, filings with the SEC, and company press releases.
TimesSquare may subscribe to other services (e.g., charting and timing), and engage in expert network
consultations, but does not rely on such services as a principal source of information.

While TimesSquare expects to have access to sufficient financial information to evaluate companies, the
amount of public information available, particularly for small and mid-cap companies, may be less
extensive than what is available for larger companies. If the information provided by a company is not
accurate, this may result in more frequent and greater than expected loss of principal. In evaluating a
company, TimesSquare will rely on its own analysis and may rely on analyses performed by others. If
those analyses or any model used to evaluate the company was not accurate or underestimated the
likelihood of an event that could negatively impact the company, this also may result in more frequent
and greater than expected loss of principal.

ESG Consideration. We recognize that Environmental, Social, and corporate Governance (“ESG”) as
one of many factors we evaluate within our fundamental research framework, helping to assess
financially material risks and opportunities. Our primary responsibility is to act in the best interests of
our clients by conducting comprehensive fundamental research. ESG considerations are not a separate
investment mandate but are incorporated where relevant to support risk assessment and opportunity
identification. Our focus remains on financial materiality, economic impact, and investment
performance—ensuring that ESG is assessed only where it is relevant to understanding business risks
and opportunities. While we are signatories of the United Nations-supported Principles for Responsible
Investment (PRI), we utilize PRI principles as a reference rather than a prescriptive framework, ensuring
our ESG integration remains aligned with our fiduciary responsibility and fundamental investment
approach.

Strategy Overview and Related Risks
As further described below, each of the Firm’s investment strategies is managed by a portfolio manager
or group of portfolio managers in a manner consistent with its approach to investing. TimesSquare’s
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