Vista Investment Partners LLC

Item 5 - Fees and Compensation

General Fee Information
Clients enter into one of two fee arrangements. Clients may pay management fees to Vista separately
from the brokerage expenses of the account. Accordingly, client accounts pay a management fee, plus

the cost of transactions in the account. The brokerage expenses may take the form of asset-based
pricing, meaning that the broker-dealer charges the account a flat-rate percentage to cover all
brokerage expenses, or these expenses may be assessed on a per-trade basis. Please see Item 12 -
Brokerage Practices for additional information.

In either of these arrangements, the fees noted above are separate and distinct from the internal fees
and expenses charged by mutual funds, ETFs (exchange traded funds) or other investment pools to
their shareholders (generally including a management fee and fund expenses, as described in each
fund’s prospectus or offering materials). The client should review all fees charged by funds, brokers,
Vista and others to fully understand the total amount of fees paid by the client for investment and
financial-related services.

Financial Planning Fees
Vista offers financial planning services in conjunction with its portfolio management services for no
additional fee when the client’s assets under Vista’s management equal at least $1,000,000. When
the client’s assets under Vista’s management are less than $1,000,000, Vista offers financial planning
services for a one-time fee, equal to a maximum of $1,750.

Portfolio Management Fees
When one or more of Vista’s proprietary investment strategies is used with respect to an account,
the annual fee schedule, based on a percentage of assets under management, is as follows:

                         Portfolio Asset Value                           Annual Fee Rate
          $0-$500,000                                                        1.50%
          $500,001-$1,000,000                                                1.25%
          $1,000,001-$2,000,000                                              1.00%
          $2,000,001+                                                      Negotiable

The client’s fees will take into consideration the aggregate assets under management with Vista
across all accounts, unless otherwise agreed in writing. Vista employs “single rate” billing, meaning
that a single rate is charged based on the highest (most favorable) assets under management tranche
that the client’s aggregate accounts qualify for in accordance with the fee schedule. While clients may
fall into other tranches during the year, Vista adjusts client billing percentage amounts according to
the fee schedule with every billing cycle.

Fees for accounts trading fixed income securities will generally be lower than those shown in the fee
schedule above and will be individually negotiated with each client.

When one of Vista’s proprietary investment strategies is not used with respect to an account, the
maximum annual fee based on a percentage of assets under management is 2.00%. The actual fee
charged is disclosed in the Investment Management Agreement entered into between Vista and each
client and is individually negotiated with the client. Factors considered in determining the fees
charged generally include, but are not limited to: the complexity of the client’s portfolio; assets to be
placed under management; anticipated future assets; related accounts; portfolio style; account
composition; or other special circumstances or requirements.

Typically, Vista requires a minimum of $1,000,000 of investable assets from a client. There is no
minimum annual fee. Vista may, at its discretion, make exceptions to the foregoing or negotiate
special fee arrangements where Vista deems it appropriate under the circumstances.

Either Vista or the client may terminate their Investment Management Agreement at any time,
subject to any written notice requirements in the agreement. In the event of termination, any paid
but unearned fees will be promptly refunded to the client based on the number of days that the
account was managed, and any fees due to Vista from the client will be invoiced or deducted from the
client’s account prior to termination.

Separate Account Manager Fees
When one or more Managers are utilized, the Manager(s)’ fees will be included in Vista’s fee. When
a Manager selects one or more of Vista’s investment strategies for a client, the client will not pay
additional fees to Vista for the use of the strategy.

Retirement Plan Advisory Services Fees
The annual fee for retirement plan advisory services is up to 2% of the plan assets for which Vista is
providing such services. These fees are negotiable. Fees are paid quarterly in accordance with the
Plan’s separate agreement with the third-party recordkeeper . The fees in the first billing period shall
be prorated from the inception date to the end of the first billing period. Fees are paid directly to the
third-party recordkeeper, who then remits payment to Vista.

Held-Away Retirement Account Management Fees
For clients who engage Vista to manage Held-Away Accounts through the Pontera platform, the
advisory fee for those accounts is negotiated separately from the fee applicable to the client’s other
accounts with Vista and is set forth in a separate written addendum executed by the client. The assets
in Held-Away Accounts are not included in the calculation of the client’s aggregate assets under
management for purposes of the Portfolio Management fee schedule above. The Held-Away Account
fee is a percentage of the assets under management in the applicable Held-Away Account(s), as
agreed in writing with the client. Fees attributable to Held-Away Accounts are calculated and billed
quarterly in advance, based on the value of the Held-Away Account(s) as of the last business day of
the preceding billing period. Partial periods are prorated. Because fees cannot be deducted directly
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Item 7 - Types of Clients

Vista serves individuals, pension and profit-sharing plans, corporations, trusts, estates and charitable
organizations. With some exceptions, Vista requires a minimum of $1,000,000 of investable assets
from a client for conventional investment advisory services. Under certain circumstances and in its
sole discretion, Vista may negotiate such minimums.