Waldron Private Wealth LLC

Item 5           Fees and Compensation

   A.
                                INVESTMENT MANAGEMENT SERVICES
         Registrant’s annual investment management fee shall vary (up to 1.50% of the total assets
         placed under Registrant’s management/advisement) and shall be based upon various

objective and subjective factors, including, but not limited to, the amount of the assets
placed under Registrant’s direct management, the amount of the assets placed under
Registrant’s advisement (assets that are generally managed directly by the client or by
other investment professionals engaged by the client, for which Registrant provides
review/monitoring services, but does not have trading authority – See Investment
Consulting/Monitoring discussion below), the complexity of the engagement, and the
level and scope of the overall investment advisory services to be rendered.

Fee Differentials. As a result, similarly situated clients could pay diverse fees, and the
services to be provided by Registrant to any particular client could be available from
other advisers at lower fees.

                      INVESTMENT CONSULTING/MONITORING
Registrant provides non-discretionary portfolio review/monitoring services on a stand-
alone basis relative to those client assets that are not part of the investment assets subject
to Registrant’s investment management services discussed above.

Registrant shall price these services based upon various objective and subjective factors.
As a result, Registrant’s clients could pay diverse fees based upon the market value of
their assets, the complexity of the engagement, and the level and scope of the overall
investment advisory and/or consulting services to be rendered. Furthermore, the services
to be provided by Registrant to any particular client could be available from other
advisers at lower fees.

                  WEALTH PLANNING AND CONSULTING SERVICES
Registrant provides financial planning and/or consulting services (including investment
and non-investment related matters, including estate planning, insurance planning, etc.)
on a stand-alone separate fee basis. Registrant’s planning and consulting fees are
negotiable, but generally range from $2,000 to $250,000 on a fixed fee basis, and from
$75.00 to $500.00 on an hourly rate basis, depending upon the level and scope of the
service(s) required and the professional(s) rendering the service(s).

Registrant has arrangements with certain third-party insurance brokers (the “Brokers”)
under which the Brokers assist our clients with regulated insurance sales activity.
Waldron receives compensation in the form of referral fees or commission sharing
arrangements from certain third-party insurance brokers, including NFP Insurance
Solutions and Henderson Brothers, Inc., from serving our clients. Further information on
this service is available in Item 10 of this Brochure.

                               FAMILY OFFICE SERVICES
The Registrant generally provides family office services on an hourly basis. The
applicable fee is negotiated according to the nature and complexity of the services to be
delivered, as well as the overall relationship between the client and the Registrant.
Specific terms and rates will be set forth in the Family Office Services Agreement
executed by the client. Because these services are billed on an hourly basis, fees are
typically payable in arrears and will be calculated by the Adviser (or its delegate) and
invoiced directly to the client.

                            ESTATE PLANNING SOFTWARE
For access to the estate planning software platform and our related services described
above, we charge a flat fee, which is separate from and in addition to any asset‑based or
other advisory fees you pay to us. We invoice this flat fee, payment is due upon receipt,
and access to the platform is generally provided after payment has been received. The fee
covers our time in facilitating access to the platform and helping you understand, at a
high level, the financial and estate planning concepts illustrated by the software; it is not
a fee for legal or tax services or for the drafting, preparation, or customization of legal
documents. The fee is typically considered earned once access to the platform has been
provided, and refunds are available only in limited circumstances as permitted or required
by applicable law.
                                     PRIVATE FUNDS
As disclosed in Item 4, The Registrant serves as the investment adviser to Waldron
Private Equity Fund I, a private investment fund (the “Fund”), the complete description
of which (including terms, conditions, risks, conflicts, and fees, including any incentive
compensation) is set forth in the Fund’s offering documents. The Fund has both a
General Partner and a Sub-Adviser that are unaffiliated with the Registrant.

On a non-discretionary basis, the Registrant may recommend that qualified clients
consider allocating a portion of their investment assets to the Fund. Clients are under no
obligation to consider or make an investment in the Fund. In general, the minimum level
of investment in the Fund is $100,000, which is subject to waiver at the discretion of the
Fund.

Only assets invested in designated share classes of the Fund that are not subject to the
Fund’s investment advisory fee will be included in “assets under management” for
purposes of the Registrant’s calculation of its investment advisory fee pursuant to Item 5
below. With respect to such share classes, the Registrant’s advisory fee is charged in lieu
of, and not in addition to, a Fund-level investment advisory fee. Assets invested in all
other share classes of the Fund will not be included in the Registrant’s assets under
management for this purpose where such assets are subject to the Fund’s investment
advisory fee.

 Aside from Registrant’s affiliated fund, clients may invest in unaffiliated private funds
...

Item 7           Types of Clients

         Registrant’s clients shall generally include individuals, business entities, pension and
         profit-sharing plans, trusts, estates, charitable organizations, and private funds. Registrant
         does not generally require an annual minimum fee. Registrant may reduce its investment
         management fee based upon certain criteria (i.e. anticipated future earning capacity,
         anticipated future additional assets, dollar amount of assets to be managed, related
         accounts, account composition, negotiations with client, etc.). Please see the relevant
         offering materials for more information on investor eligibility requirements and minimum
         investment amounts for each private fund managed by the Firm.