Waterstone Wealth Advisors LLC

Item 5           Fees and Compensation

    A.
                                   INVESTMENT ADVISORY SERVICES
         In general, Registrant’s annual investment advisory fee shall be based upon a percentage
         (%) of the market value and type of assets placed under the Registrant’s management
         between 0.25% and 1.00% as follows:

          Assets Under Management                       Annual Fee %
          First $1,000,000                              1.00%
          Next $1,000,000                               0.75%
          Next $2,000,000                               0.45%
          Next $2,000,000                               0.30%
          Amount over $6,000,000                        0.25%

         Before engaging the Registrant to provide investment advisory services, clients are
         required to enter into a discretionary or non-discretionary Investment Advisory
         Agreement, setting forth the terms and conditions of the engagement (including
         termination), which describes the fees and services to be provided.

         As indicated above, Registrant shall receive an investment advisory fee based upon a
         percentage (%) of the market value of the assets placed under management. However,
         fees may vary depending upon various objective and subjective factors. As a result,
         similar clients could pay different fees, which will correspondingly impact a client’s net
         account performance. Moreover, the services to be provided by the Registrant to any
         particular client could be available from other advisers at lower fees.

         The Registrant generally requires a minimum asset level of $300,000, which computes to
         a minimum annual fee of $3,000. However, the Registrant may, in its sole discretion,
         require or charge a lesser minimum asset level or fee based upon certain criteria including
         but not limited to: anticipated future earning capacity, anticipated future additional assets,
         dollar amount of assets to be managed, related accounts, account composition,
         negotiations with client, etc.

    If the client maintains less than $300,000 of assets under Registrant’s management, and is
    subject to the $3,000 annual minimum fee, the client will pay a higher percentage fee
    than the 1.00% referenced in the above fee schedule.

           FINANCIAL PLANNING AND CONSULTING SERVICES (STAND-ALONE)
    The Registrant’s planning and consulting fees are negotiable, but are generally $350 on
    an hourly basis and generally range between $5,000 and $25,000 on a fixed fee basis,
    depending upon the level, complexity, and scope of the service(s) required.

B. Clients may elect to have the Registrant’s advisory fees deducted from their custodial
   account. Both Registrant’s Investment Advisory Agreement and the custodial/clearing
   agreement may authorize the custodian to debit the account for the amount of the
   Registrant’s investment advisory fee and to directly remit that management fee to the
   Registrant in compliance with regulatory procedures. In the limited event that the
   Registrant bills the client directly, payment is due upon receipt of the Registrant’s
   invoice.

    The Registrant shall deduct fees and/or bill clients quarterly in advance, based upon
    either: the prorated market value of the assets on the last business day of the previous
    quarter; or, the quarterly portion of a pre-determined and agreed-upon annual retainer
    amount.

    To the extent that a client’s fee is based upon assets under management, the Registrant
    shall adjust its fees for inflows and outflows in excess of $10,000 during the billing
    period. These adjustments well be debited or credited as part of the next quarter’s billing.

C. As discussed below, unless the client directs otherwise or an individual client’s
   circumstances require, the Registrant shall generally recommend that Charles Schwab &
   Co. Inc., member FINRA/SIPC (“Schwab”) and/or Fidelity Brokerage Services LLC,
   member FINRA/SIPC (“Fidelity”) serve as the broker-dealer/custodian for client
   investment management assets. Broker-dealers such as Schwab and Fidelity charge
   brokerage commissions, transaction, and/or other type fees for effecting certain types of
   securities transactions (i.e., including transaction fees for certain mutual funds, and mark-
   ups and mark-downs charged for fixed income transactions, etc.). The types of securities
   for which transaction fees, commissions, and/or other type fees (as well as the amount of
   those fees) shall differ depending upon the broker-dealer/custodian. While certain
   custodians, including Schwab and Fidelity, generally (with the potential exception for
   large orders) do not currently charge fees on individual equity transactions (including
   ETFs), others do.

    There can be no assurance that Schwab and Fidelity will not change their transaction fee
    pricing in the future.

    Schwab and Fidelity may also assess fees to clients who elect to receive trade
    confirmations and account statements by regular mail rather than electronically.

    In addition to Registrant’s investment management fee, brokerage commissions and/or
    transaction fees, clients will also incur, relative to all mutual fund and exchange traded

         fund (“ETF”) purchases, charges imposed at the fund level (e.g., management fees and
         other fund expenses).

   D. The Investment Advisory Agreement between the Registrant and the client will continue
      in effect until terminated by either party by written notice in accordance with the terms of
      the Investment Advisory Agreement. Upon termination, the Registrant shall refund the
      pro-rated portion of the advanced advisory fee paid based upon the number of days
      remaining in the billing quarter.
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Item 7           Types of Clients

         The Registrant’s clients generally include: individuals, high net worth individuals,
         pension and profit sharing plans, charitable organizations, and business entities.