UBS Farmland Investors LLC

Item 5. Fees and Compensation

Overview
This section of the Brochure contains information regarding how we are compensated for our advisory
services. We manage assets for clients in separately managed accounts, a commingled fund vehicle
and/or a combination of both.

Management fees

The fee for services rendered for individually managed accounts is negotiable and is generally based
on a percentage of the last independently appraised value of the properties. Fees, which are generally
charged quarterly in arrears, will be prorated to take into account any deposits into and withdrawals
from the account during a quarter. The base fee will generally be around 1% per year, but is
negotiable based on factors including, but not limited to, assets under management, client objectives,
level of service, and client servicing.

The fee schedule for the commingled fund can be found in the fund’s private placement
memorandum. These fees are not negotiable. Management fees are calculated quarterly and
deducted from each client’s assets following the end of each quarter. Fees are charged and payable
quarterly in arrears, and deposits and redemptions are only accepted or processed quarterly (subject to
investment capacity or available cash).

There are no fees currently charged in advance; therefore, refunds typically will not apply. If the
advisory relationship is terminated, UBS Farmland Investors is generally entitled to the pro rata portion
of the fees earned.

Other fees or ex penses

Clients will typically pay all costs, expenses and fees incurred in operating the fund or account
(including, as applicable, amounts paid to third parties unaffiliated with the Fund or the Advisor),
including those incurred for legal, accounting, audit administration, date processing, market research,
third-party valuation services, insurance and indemnification, preparation of financial statements and
reports to Limited Partners, tax and other consulting services (including engineering and
environmental consulting), and other costs, expenses, and fees incurred in the evaluation, acquisition,
financing, leasing, development, management, operation, valuation, monitoring and disposition of
investments (including such expenses incurred in connection with transactions that are not
consummated for any reason). Expenses also include major maintenance and repairs of irrigation
pumps, motors, sprinkler systems, buildings and improvements (lessees pay for minor repairs and
maintenance, normal wear and tear) and third-party independent property management fees, if any.
Costs and expenses related to quarterly offerings of Units will be operating expenses paid by the
Fund. Operating expenses will include costs incurred in connection with formation of underlying
subsidiaries for acquisition of assets. The Fund may be responsible for third party costs related to Fund
and investor accounting services.

In addition, the commingled fund will reimburse director fees and reimbursement of expenses for
Independent Directors of the Board. The commingled fund will also reimburse reasonable expenses
incurred by members of the Advisory Council. An advisory committee composed of certain investors
which the fund, at its discretion, may consult with and obtain advice with respect to certain fund
matters. The fund will nominate the members of the Advisory Council initially and develop criteria for
selection of new or replacement members.

UBS Farmland Investors LLC
ADV Part 2A: Firm Brochure

Asset-based management fee, cash management fee, and applicable expenses/costs are disclosed in
more detail in the fund's confidential offering documents or in the agreement with a client governing
an individual account.

Acquisition and disposition fees

No supervised person is compensated for the sale of securities or investment products. The Firm,
however, can receive compensation related to the acquisition or disposition of an asset, if that fee is
part of the client’s negotiated fee schedule. No employee of the Firm is directly compensated on a
transactional basis.

Brokerage or transaction costs

Third-party real estate brokers charge commissions on real estate transactions that are added to the
acquisition cost or deducted from the sale proceeds and prospective investors are directed to Item 12
of this Brochure, which describes factors used when selecting brokers including the reasonableness of
their compensation.

UBS Farmland Investors LLC
ADV Part 2A: Firm Brochure

Item 7.         Types of Clients

Overview

In this section of the Brochure, we provide information about the types of clients to
whom we provide investment advice. We also discuss the conditions we may impose
on the management of client accounts.

General

Most clients and fund investors are institutional clients. They include state and local government
pension plans, corporate and labor union pension plans, and other plans including those of
corporations, tax exempt organizations, and charitable organizations.

ERISA Clients

UBS Farmland Investors may provide discretionary investment management services to clients that are
employee benefit plans covered by the Employee Retirement Income Security Act (“ERISA”). For ERISA
plan clients, UBS Farmland is typically a “covered service provider” to the plan for purposes of ERISA
Section 408(b)(2). We provide services to ERISA plans both as a registered investment adviser under
the Advisers Act and as a fiduciary under Section 3(21) of ERISA. In addition to institutional separate
accounts for ERISA clients, we may serve as an ERISA fiduciary to plans whose assets we manage
through the collective fund whose assets are treated as plan assets under ERISA.

Our open-end real estate funds are structured as VCOC/REOCs and accordingly we are not managing
“plan assets”. Therefore, for our commingled funds, the ERISA QPAM Exemption is not relevant.

When providing such investment management services to ERISA plan clients, we may rely on
Prohibited Transaction Exemption 84-14 (the "QPAM exemption"). To the extent UBS Farmland relies
on the QPAM exemption, it must also comply with individual Prohibited Transaction Exemptions (latest
being PTE 2025-03) ERISA plan clients have a right to obtain a copy of the written policies and
procedures developed in connection with the individual PTE's issued by the Department of Labor,
which among other conditions requires UBS Farmland to maintain, implement and follow written
policies and procedures.

On May 5, 2025, Credit Suisse Services AG, a legacy Credit Suisse wealth management entity
unrelated to the asset management business of UBS, pled guilty in connection with a conviction and a
parallel non-prosecution agreement (“NPA”) with the U.S. Department of Justice to settle a long-
running criminal investigation into Credit Suisse Group’s failure to implement a prior plea agreement
from 2014 with respect to its legacy Switzerland-booked, cross-border wealth management business
with U.S. taxpayers (the “CS Tax Resolution”). UBS was not involved in the underlying conduct,
which predated its acquisition of Credit Suisse Group. The CS Tax Resolution would have constituted
disqualifying events under PTE 2025-03, which would have prevented UBS AMA LLC
and certain other Affiliated QPAMs (as defined in PTE 2025-03) from managing ERISA retirement plan
assets (“ERISA Plans”). However, Section I(i) of the QPAM Exemption PTE 84-14 grants a 1-year
transition period (the “Transition Period”,) during which UBS AMA LLC can continue
to operate as a QPAM for existing (but not new) ERISA Plan clients under certain conditions. During
the Transition Period, UBS AMA LLC may use PTE 84-14 for ERISA Plan clients that had a pre-existing
Written Management Agreement with UBS AMA LLC as of May 5, 2025. The Transition Period will
last until the earlier of (1) May 5, 2026, or (2) the effective date of a new individual exemption, which,
as of the date of this Brochure, was published by the Department of Labor for comment in draft
form (February 26, 2026). The draft exemption, if granted, would be valid for 5 years
and stipulates substantially identical conditions with those under PTE 2025-03. During the Transition

UBS Farmland Investors LLC
ADV Part 2A: Firm Brochure

Period, UBS will adhere to the conditions referenced in Section I(i) of PTCE 84-14 as well as the terms
of its prior individual exemption, PTE 2025-03, despite that individual exemption technically no longer
being in effect as a result of the CS Tax Resolution

UBS Farmland may also rely on exemptions other than the QPAM exemption.

Conditions for managing accounts

An initial investment in our commingled fund generally must be at least $1,000,000. The minimum
commitment acceptable to establish an individually managed account generally is $100,000,000. The
Firm may waive the minimum investment amount at our sole discretion.

UBS Farmland Investors LLC
ADV Part 2A: Firm Brochure