Arthur Stainman

First Manhattan Co. LLC manages portfolios consisting primarily of publicly traded equity and fixed-income securities on either a discretionary or non-discretionary basis. Fees are billed quarterly based on the average daily valuation of assets under management. The fees vary based on whether the investments are actively or passively managed, and the size of the account.

For discretionary accounts, the fees are:

• Active Fixed Income: Up to 0.375% of the portfolio's value in fixed-income securities.
• Active Equity (no breakpoint): Up to 1.20% of the portfolio's value in equity securities.
• Active Equity (breakpoint): Declining from a maximum of 1.20% (for portfolios of less than $3 million) to a minimum of 0.60% (on assets above $40 million for portfolios totaling between $40 to $70 million) of the value of the portfolio in equity securities. Rates may be negotiated for portfolios of more than $70 million.
• Passive Fixed Income: Up to 0.1875% of the portfolio's value in fixed-income securities.
• Passive Equity (no breakpoint): Up to 0.60% of the portfolio's value in passive equity assets.
• Passive Equity (breakpoint): Declining from a maximum of 0.60% (for portfolios of less than $3 million) to a minimum or 0.30% (on the assets above $40 million for portfolios totaling between $40 to $70 million) of the value of the portfolio invested or available for investment in equity securities. Rates may be negotiated for portfolios of more than $70 million.
• Cash: Cash available for investment in accounts may be subject to a fee of up to 1.20%.

For non-discretionary accounts, the fees are:

• Fixed Income: Up to 0.10% of the portfolio's value in fixed-income securities.
• Equity: Up to 0.10% of the portfolio's value in equity securities.
• Cash: 0.00% of the amount of cash available in the Portfolio.