Z3 Capital Partners LLC

Item 5 - Fees and Compensation

     A. Investment Management Services Fees

In providing investment management services pursuant to the Z3 Capital Partners Wrap Fee Program, Z3
Capital Partners charges an annual investment management services fee that is agreed upon with each client
and set forth in an agreement executed by Z3 Capital Partners and the client. The Z3 Capital Partners Wrap
Fee Program investment management fee is based on a percentage of the value of assets under management
and is generally paid quarterly in advance. When a client’s account is opened, the Z3 Capital Partners Wrap
Fee Program investment management services fee is billed for the remainder of the current quarterly billing
period and is based on the client’s initial contribution to the client account. Subsequent quarterly Z3 Capital
Partners Wrap Fee Program investment management services fees will be based on the client’s account
value as of the last business day of the previous calendar quarter. If cash or securities, or a combination
thereof, amounting to at least $100,000 are deposited to or withdrawn from a Z3 Capital Partners Wrap Fee
Program client’s account on an individual business day in the first two months of the quarter, Z3 Capital
Partners will (i) assess investment management services fees to the deposited assets based on the value of
the assets on the date of deposit for the pro rata number of days remaining in the quarter, or (ii) refund
prepaid Z3 Capital Partners Wrap Fee Program investment management services fees based on the value
of the assets on the date of withdrawal for the pro rata number of days remaining in the quarter. No
additional Z3 Capital Partners Wrap Fee Program investment management services fees or adjustments to

Z3 Capital Partners, LLC                                                  Disclosure Brochure

previously assessed Z3 Capital Partners Wrap Fee Program investment management services fees will be
made in connection with deposits or withdrawals that occur during the last month of the quarter.

For purposes of Z3 Capital Partners Wrap Fee Program investment management services fee calculation,
Z3 Capital Partners utilizes third party sources, such as pricing services and custodians. For purposes of
fee calculation, the asset value of Z3 Capital Partners Wrap Fee Program client accounts include cash and
cash equivalents, as well as margined securities. Z3 Capital Partners does not reduce Z3 Capital Partners
Wrap Fee Program investment management fees for margin borrowing, regardless of whether the assets are
in cash or other securities. Z3 Capital Partners has a financial incentive to recommend that clients borrow
money for the purchase of additional securities for the client’s Z3 Capital Partners Wrap Fee Program
account managed by Z3 Capital Partners or otherwise not liquidate some or all the assets Z3 Capital Partners
manages. Z3 Capital Partners addresses this conflict of interest by this disclosure and working to ensure
that any recommendation to a client regarding the use of margin is suitable for the client.

Following is the Z3 Capital Partners Wrap Fee Program asset based fee:

                                          FEE SCHEDULE
                           Market Value of Assets                     Maximum Rate
              Up to $500,000                                               2.00%
              $500,000 up to $1,000,000                                    1.75%
              $1,000,000 up to $5,000,000                                  1.50%
              $5,000,000 up to $10,000,000                                 1.00%
              Above $10,000,000                                          negotiable
              The percentage for the highest range of Managed Asset value achieved
              applies to all Managed Assets, not just Managed Assets within that range.

Z3 Capital Partners’ policy is to include all related client accounts, specifically the accounts of direct
family members sharing the same residence address, for purposes of determining a client’s market value
of assets.

Notwithstanding the foregoing, Z3 and the client may choose to negotiate an annual investment
management services fee that varies from the schedule set forth above. Factors upon which a different
annual investment management services fee may be based include, but are not limited to, the size and
nature of the relationship, the services rendered, the nature and complexity of the products and
investments involved, time commitments, and travel requirements. The investment management services
fee charged by the Firm will apply to all of the client’s assets under management, unless specifically
excluded in the client agreement. As provided above in Item 4, the investment management services fee
includes any financial planning services provided to a client. Although Z3 believes that its fees are
competitive, clients should understand that lower fees for comparable services may be available from
other sources and firms.

Z3 Capital Partners, LLC                                                     Disclosure Brochure

The investment advisory agreement between Z3 and the client may be terminated at will by either Z3 or the
client upon written notice. Z3 does not impose termination fees when the client terminates the investment
advisory relationship, except when agreed upon in advance.

     B. Payment of Fees

Z3 generally deducts its investment management services fee from a client’s investment account(s) held at
his/her custodian. Upon engaging Z3 to manage such account(s), a client grants Z3 this limited authority
through a written instruction to the custodian of his/her account(s). The client is responsible for verifying
the accuracy of the calculation of the investment management services fee; the custodian will not determine
whether the fee is accurate or properly calculated.
...

Item 7 - Types of Clients

Z3 offers investment advisory services to to individuals, including high net worth individuals, and entities,
including, but not limited to, family offices, trusts, estates, private foundations, as well as businesses and
business owners. In addition, for an asset-based fee, Z3 may contract directly with third-party broker-
dealers and insurance carriers to maintain current client financial profiles and to provide ongoing account
suitability analysis for client accounts held at those third-parties. Z3 generally imposes a minimum initial
investment of $500,000 to open an account. However, Z3 does reserve the right to accept or decline a
potential client for any reason in its sole discretion.