Ativo Capital Management

Ativo Capital Management, LLC (or “Ativo” or the “firm”) is an SEC-registered investment adviser with its principal place of business located in Chicago, Illinois. The firm is a Delaware limited liability company that began conducting business in 2001. Ativo Holdings, LLC, a Delaware limited liability company, owns 60.65% of the firm. Ricardo Bekin, the firm’s Chief Executive Officer and Chief Investment Officer is the sole member of Ativo Holdings, LLC. Pinecliff Trust owns 23.18% of the firm. Mr. Bekin is the trustee of Pinecliff Trust. There are five other members that collectively own the remaining portion of the firm as noted in Ativo’s Form ADV Part 1. For additional information about our advisory services, clients may contact the firm using the contact information provided on the cover page. Ativo offers the following advisory services to our clients: Portfolio Management for Separately Managed Accounts Ativo offers a variety of long-only equity strategies to individual and institutional clients (“client(s)”) as separately-managed accounts (“SMAs”) permitting the client to select an appropriate strategy or strategies based on its needs. Once suitability is determined, the account is generally managed according to the strategy’s goal. Institutional clients generally determine suitability, at least in part, before selecting Ativo to manage its assets. For individual clients, suitability is generally determined while reviewing the client’s investment policy statement/investment management agreement. This aids Ativo in gathering relevant information to assist with making a suitability determination. Clients have the opportunity to place reasonable guidelines and restrictions on the account to be managed by Ativo. We manage these advisory accounts on a discretionary basis. Clients retain individual ownership of all securities. Once the client’s account is established, we review its composition each week and make changes, as required, based on our current analysis. As part of our standard services, we monitor and advise clients’ investment portfolios on an ongoing basis. We design and update our strategies in-house. Our strategies are generally comprised of the following securities: • Domestic exchange-listed equity securities • Domestic equity securities traded over-the-counter • Foreign equity securities traded in the US • Foreign equity securities traded in foreign markets • Foreign equity securities traded over-the-counter

Model Portfolio Management Ativo provides non-discretionary model portfolio recommendations to unified managed account (UMA) program sponsors. The program sponsor retains discretion over the implementation of these models and client assets. Each model portfolio is designed to meet a particular investment strategy. Ativo provides these model portfolios to select broker-dealers and investment advisers (“UMA Program Sponsors”). The UMA Program Sponsors initially determine whether the model is suitable to a particular client’s circumstances. The client portfolio is then managed by the UMA Program Sponsor according to the model’s strategy. We structure these models using the same approach as we do for our separately-managed account clients. Generally, the only differences are due to separately-managed client-imposed guidelines and restrictions. However, Ativo, at its discretion, structures custom models at the request of UMA Program Sponsors. Ativo is not responsible for trade execution, reconciliation, and other functions within the UMAs it advises. Moreover, Ativo has no discretion over the client assets subscribed to our model portfolios made available through the UMA Program Sponsors. For that reason, we exclude these assets from our assets under management and instead report them as assets under advisement as noted below. The underlying UMA clients retain individual ownership of all securities. Our investment recommendations are not limited to any specific product or service offered by a broker-dealer or investment adviser and will generally include the following securities: • Domestic exchange-listed equity securities • Domestic equity securities traded over-the-counter • Foreign equity securities traded in the US • Foreign equity securities traded in foreign markets • Foreign equity securities traded over-the-counter Private Funds Ativo also serves as the investment manager of one private fund: Ativo International Equity Fund, LP (“Private Fund”). Ativo Global Funds, LLC, an affiliate of the firm, serves as the general partner of the private fund. The Private Fund is offered exclusively to certain qualified investors under its Confidential Private Placement Memorandum (each a “Memorandum”). Please refer to a Private Fund’s Memorandum for additional details of the terms of an investment in that Private Fund. The management of both the Private Fund and separately managed accounts creates potential conflicts regarding the allocation of investment opportunities. Ativo has adopted allocation policies designed to ensure fair and equitable allocation among clients. Ativo Collective Investment Trust Ativo serves as an investment advisor to a collective investment trust, which is a pooled investment vehicle maintained by SEI Investment Company and designed exclusively for eligible retirement plans. The CIT is not registered as an investment company under the Investment Company Act of 1940 and is exempt from SEC registration.

Ativo provides portfolio management services to the CIT, including investment selection, asset allocation, and risk management. Ativo Private Wealth Ativo Private Wealth is a discretionary investment management program offered directly to individual investors. The program uses a core-satellite investment approach that combines four components: (1) a passive equity core consisting of low-cost index ETFs providing exposure to US large cap broad developed markets; (2) active equity satellites using Ativo's proprietary strategies, including but not limited to SMID Cap, Small Cap Concentrated, and International ADR, held as individual-security sleeves; (3) a fixed income ETF sleeve consisting of Treasury, investment grade, municipal, and short-duration ETFs selected for cost, liquidity, and credit quality, weighted to each client's risk profile; and (4) alternative investments, including private investments, which may be available to eligible clients based on suitability, account size, and custodian capabilities. Ativo offers five risk-based model portfolios under the program, ranging from capital preservation to aggressive growth. Each model serves as a starting point and is customized per client based on tax status, legacy positions, and income needs. The program serves three client segments: Core Affluent ($1,000,000 to $3,000,000), Private Client ($3,000,000 to $5,000,000), and Family Office Lite ($5,000,000 and above). Implementation varies by segment and may include model portfolios with ETF and fractionalshare sleeves, full SMA sleeves with tax-loss harvesting and customization, or bespoke allocations with multi-account household management and concentrated stock plans. Ativo Private Wealth accounts are managed on a discretionary basis. Clients retain individual ownership of all securities. The program's investment recommendations generally include exchange-traded funds (ETFs), including domestic and international equity index ETFs and fixed income ETFs, as well as domestic exchange-listed equity securities, domestic equity securities traded over-the-counter, foreign equity securities traded in the US, foreign equity securities traded in foreign markets, and foreign equity securities traded over-the-counter. Amount of Managed and Advised Assets As of 12/31/2025, Ativo actively managed $862,728,498 of total clients’ assets or assets under management (“AUM”), all of which was discretionary. As of 12/31/2025, Ativo provided UMA asset under advisement (“AUA”) services for approximately $153,871,090 in underlying client assets.

Ativo’s fees for Portfolio Management Services are typically based upon a percentage of assets under management. Upon agreement with a client or in other circumstances, we may also charge performance-based fees exclusively or in addition to other types of fees. Please see Item 6 below for more information about performance fees. Fee Schedule for Separately-Managed Accounts The following fee schedules are for separately-managed accounts investing in the noted

strategies. International Developed - The Ativo International Developed strategy seeks to invest primarily in undervalued companies domiciled in developed Non-US countries. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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International All Country ex US - The Ativo International All Country ex US strategy seeks to invest primarily in undervalued companies domiciled in both developed and emerging Non-US countries. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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International Small Cap All Country ex US - The International Small Cap All Country ex US strategy seeks to invest primarily in undervalued companies with capitalizations of less than $5 billion that are domiciled in both developed and emerging Non-US countries. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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International Small Cap Developed - The International Small Cap Developed strategy seeks to invest primarily in undervalued companies with capitalizations of less than $5 billion that are domiciled in developed Non-US countries. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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International Small Cap Emerging - The International Small Cap Emerging strategy seeks to invest primarily in undervalued companies with capitalizations of less than $5 billion that are domiciled in emerging Non-US countries. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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Global Institutional - The Ativo Global Institutional strategy seeks to invest primarily in undervalued companies globally. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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International ADR/International ADR Concentrated - The Ativo International ADR strategy seeks to invest primarily in undervalued American Depositary Receipts (“ADRs”) and other foreign companies traded on American exchanges. The Ativo International ADR Concentrated strategy is a subset of the Ativo International ADR strategy and holds approximately 20 securities. The Ativo International ADR Concentrated strategy is targeted for individual investors. By focusing on the best ideas of the Ativo International ADR, we believe the Ativo International ADR Concentrated strategy can maintain the risk/return trade-off while having lower expected turnover. However, with fewer holdings, the concentrated strategy is not as diversified from a country, sector, and industry perspective. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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Domestic Large Cap/Domestic Large Cap Concentrated - The Ativo Large Cap strategy seeks to invest primarily in domestically traded, undervalued companies with market capitalizations in excess of $20 billion. The Ativo Large Cap Concentrated strategy is a subset of the Large Cap strategy and holds approximately 20 securities. The Ativo Large Cap Concentrated strategy is targeted for individual investors. By focusing on the best ideas of the Domestic Large Cap, we believe the Ativo Large Cap Concentrated strategy can maintain the risk/return trade-off while having lower expected turnover. However, with fewer holdings, the concentrated strategy is not as diversified from a sector and industry perspective. Mandate Size First $25 million Next $100 million Remaining Balance

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Domestic Small Cap/Domestic Small Cap Concentrated - The Ativo Small Cap strategy seeks to invest primarily in domestically traded, undervalued companies with market capitalizations between $500 million and $5 billion. The Ativo Small Cap Concentrated strategy is a subset of the Small Cap strategy and holds approximately 20 securities. The Ativo Small Cap Concentrated strategy is targeted for individual investors. By focusing on the best ideas of the Domestic Small Cap, we believe the Ativo Small Cap Concentrated strategy can maintain the risk/return trade-off while having lower expected turnover. However, with fewer holdings, the concentrated strategy is not as diversified from a sector and industry perspective. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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Domestic Smid Cap - The Ativo Smid Cap strategy seeks to invest primarily in domestically traded, undervalued companies with market capitalizations between $500 million and $20 billion. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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Domestic Mid Cap/Domestic Mid Cap Concentrated - The Ativo Mid Cap strategy seeks to invest primarily in domestically traded, undervalued companies with market capitalizations between $5 billion and $20 billion. The Ativo Mid Cap Concentrated strategy is a subset of the Mid Cap strategy and holds approximately 20 securities. The Ativo Mid Cap Concentrated strategy is targeted for individual investors. By focusing on the best ideas of the Domestic Mid Cap, we believe the Ativo Mid Cap Concentrated strategy can maintain the risk/return trade-off while having lower expected turnover. However, with fewer holdings, the concentrated strategy is not as diversified from a sector and industry perspective. Mandate Size First $50 million Next $50 million Next $100 million Remaining Balance

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Limited Negotiability of Advisory Fees Although Ativo has established the aforementioned fee schedules, we retain the discretion to negotiate alternative fees on a client-by-client basis. Client facts, circumstances and needs will be considered in determining the fee schedule. These include the complexity of the client

relationship, assets to be placed under management, anticipated future additional assets, related accounts, portfolio style, account composition, and reports, among other factors. The specific annual fee schedule will be identified in the contract between the adviser and each client. Discounted fees, which are not generally available to our clients, are offered to certain employees, employee family members, and other associated persons of our firm. Generally, our fees are billed quarterly, in arrears, at the end of each calendar quarter based upon the average market value on the last business day of each month in the quarter. However, billing arrangements vary from client to client. Ativo generally invoices clients directly or through their custodians. Lastly, please refer to Item 6 for information related to performance fees. Model Portfolio Management Fees Our fees for Model Portfolio Management Services are negotiated with the model-based UMA Program Sponsors. Ativo’s advisory fees are not negotiable by the account owner. Accounts subscribing to Ativo models through UMA platforms generally have fees collected quarterly, in advance, at the beginning of each calendar quarter based upon the value (market value or fair market value in the absence of market value), of the account at the end of the previous quarter by the UMA platform provider with a portion remitted to Ativo. However, billing arrangements may vary. Account minimums vary and are generally determined by the UMA Program Sponsors. Please refer to Ativo’s ADV Part 1, Section 5.I.(2) for a list of active UMA Program Sponsors to which Ativo makes model portfolios available. Other Fees Ativo does not charge commissions or transaction fees on trades in Private Wealth accounts. Clients may still pay fees and expenses charged by third parties. These are separate from Ativo's advisory fee and paid in addition to it. Ativo does not receive any part of them. Depending on the custodian and the investments held, these may include: •

Transaction-related charges from the custodian or executing broker, such as trade-away fees, fees for certain types of securities, and regulatory fees passed through on sales (for example, SEC Section 31 fees);

•

Custodial and account service fees, such as wire, transfer, account closing and paper statement fees;

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ADR depositary fees charged on American Depositary Receipts, including those held in the International ADR sleeve;

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Fund expenses of ETFs, mutual funds and other pooled vehicles, such as management fees and operating expenses. These are reflected in the fund's net asset value and are not shown separately on client statements; and

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Markups, markdowns or spreads on fixed income and other securities traded on a principal basis.

The custodian's fee schedule, which may change, sets these charges. If Ativo agrees to use a custodian other than Schwab or Altruist, that custodian's charges may be higher. Ativo Collective Investment Trust Fees Ativo receives a single all-in fee for advising the CIT which is calculated as a percentage of assets under management. This fee covers all investment management, custodial, administrative, audit, legal, and trading costs associated with the CITs, eliminating additional expenses for investors. The fee structure is as follows: Founders Class: 40 basis points (0.40%) per year Class A: 60 basis points (0.60%) per year The CIT charges a single fee that covers investment management and certain operational expenses as described in the governing documents. Our firm does not receive commissions, revenue-sharing, or any additional compensation for recommending CIT investments. Fees are disclosed in the CIT’s governing documents, such as the Declaration of Trust or Offering Memorandum. Ativo Private Wealth Fees Ativo Private Wealth accounts are charged an annual advisory fee based on a percentage of household market value according to the following schedule: First $1,000,000: 1.00% Next $4,000,000 ($1M – $5M): 0.90% Next $5,000,000 ($5M – $10M): 0.80% Remaining balance above $10,000,000: 0.70% Advisory fee rates are graduated: each tier's rate applies only to the portion of household assets within that band. The minimum account size for Ativo Private Wealth is $1,000,000 in household market value. Where household market value falls below $1,000,000 and the firm agrees to open the relationship, a minimum annual fee of $15,000 applies. Ativo Private Wealth fees are billed quarterly, in advance, at the beginning of each calendar quarter based upon the household market value at the end of the previous quarter. No commissions, performance fees, or revenue sharing arrangements apply to Ativo Private Wealth accounts. In addition to the advisory fee, clients are responsible for any underlying ETF expense ratios, which Ativo targets to maintain under 0.10% on a weighted average basis. Although Ativo has established the aforementioned fee schedule for Ativo Private Wealth, the firm retains the discretion to negotiate alternative fees on a client-by-client basis.

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Methods of Analysis Ativo’s investment approach is firmly rooted in sound financial theory—we apply discounted cash flow return on investment methodologies. We combine quantitative methodologies with a fundamental overlay to actively manage long-only international and domestic equity portfolios in a systematic and disciplined way. We also incorporate Environmental, Social and Governance (ESG) factors in our systematic process. The portfolio decision making process is primarily quantitative and driven by multiple factors. The most heavily weighted factor is valuation. Ativo establishes the intrinsic value of each stock in our investable universe by converting publicly available accounting data into a current cost accounting format to calculate real economic performance and growth rates of firms. We also calculate company-specific discount rates and utilize life-cycle theory to determine fade-rates in company growth. Stocks with the highest discount to intrinsic value are thereby identified. Ativo ranks stocks based on operating momentum factors such as growth rates in assets, sales, earnings, and return on investment. We utilize a set of proprietary momentum factors that allow us to determine the stocks that are likely to outperform in the short to mid-term. Ativo screens for low volatility stocks, which the market tends to systematically underprice. We also use ESG factors to identify stocks with favorable ESG characteristics and sentiment. These five primary factors are combined to assign an Ativo Attractiveness Score to each stock in our investment universe. The stocks ranked highest are given first preference for inclusion in a portfolio, however, due to factors discussed below, the highest ranked stock may not necessarily be selected for the portfolio. Quantitative models are subject to limitations, including the possibility that model assumptions or data inputs may be incorrect. Portfolio construction begins with the Ativo Attractiveness Scores, along with ranking each security subject to market cap, trading volume, and compliance screens. We then scale and adjust the rank of each security based on four factors – country ranking under our proprietary Country Attractiveness Model (if applicable), current portfolio exposure to sectors and industries, market cap, and style. We then consider the securities with the highest adjusted rank as portfolio candidates, subject to a final qualitative assessment that includes news about

each company, such as M&A, regulatory, and political events. We size portfolio positions by 1) overweighting sectors where we see the greatest value, 2) using our top-down Country Attractiveness Model to adjust country exposure, and 3) appropriately adjusting the weights between large cap and small cap stocks to mitigate any bias that develops (if applicable). Due to the above portfolio construction factors, the highest ranked stock might not be selected for a portfolio. Additionally, the portfolio management team uses third-party optimization software combined with risk models to guide portfolio changes subject to client specified constraints. Moreover, the portfolio manager(s) of each portfolio ultimately has discretion to make changes to the portfolio and may use experience and other factors that are not directly attributed to the model to determine the final selections and liquidations for the portfolio. The underlying model output is archived as support for these changes. For the Concentrated strategies, the portfolio manager begins with a universe of securities based upon the holdings of the non-Concentrated version of the same strategy and then repeats the above process to select a portfolio of approximately 20 securities. Ativo Private Wealth Investment Approach For Ativo Private Wealth accounts, the firm employs a core-satellite investment methodology. The passive equity core uses low-cost index ETFs for US large cap and broad developed market exposure, targeting market segments where academic and practitioner research suggest active management has limited persistent advantage. Active equity satellites utilize Ativo's proprietary SMID Cap, Small Cap Concentrated, and International ADR strategies, directing active risk to market segments where dispersion and inefficiency have historically favored a disciplined investment process. The fixed income ETF sleeve is constructed from Treasury, investment grade, municipal, and short-duration ETFs selected for cost, liquidity, and credit quality, and weighted to each client's risk profile. Ativo constructs five risk-based model portfolios for the Private Wealth program, with the active share of the equity allocation ranging from approximately 25% in the capital preservation model to approximately 45% in the aggressive growth model. Each model is customized per client based on tax status, legacy positions, and income needs. ETF selection considers expense ratio, tracking error, liquidity, and credit quality. The proprietary active sleeves are managed using the same quantitative and fundamental process described above for Ativo's institutional strategies. Tax-Loss Harvesting For taxable Ativo Private Wealth accounts, the firm offers tax-loss harvesting as a standard feature of the investment management process. Tax-loss harvesting involves selling securities that have experienced a loss to realize capital losses that may be used to offset capital gains or other taxable income. The proceeds from the sale are reinvested in replacement securities selected to maintain the portfolio's target risk and return profile. Tax-loss harvesting is enabled by default for eligible taxable accounts, although clients may opt out upon request. Tax-loss harvesting involves certain risks and limitations. Replacement securities may not perform comparably to the securities that were sold. Wash sale rules under Internal Revenue Code Section 1091 may limit the tax benefit of harvested losses if the same or substantially identical securities are purchased within 30 days before or after the sale, including in other

accounts held by the client or the client's spouse. Tax-loss harvesting may cause portfolio holdings to deviate from target allocations. Tax-loss harvesting may not be appropriate for all clients, including those in low income tax brackets, those expected to be subject to higher tax rates in future years, or those planning to withdraw a significant portion of their taxable assets in the near term. Clients are encouraged to consult their own tax advisors regarding their individual circumstances. In addition to the tax-loss harvesting services provided by Ativo, the account custodian, Altruist, offers a separate suite of automated tax management tools known as "TaxIQ," which includes automated tax-loss harvesting, tax-sensitive rebalancing, gains deferrals, and wash sale awareness features. TaxIQ is a custodian service and is not provided or controlled by Ativo. Clients who elect to use TaxIQ are subject to additional fees charged by Altruist, which are separate from and in addition to Ativo's advisory fee. Additional information about TaxIQ, including applicable fees and disclosures, is available from Altruist at altruist.com/legal. Ativo does not receive any compensation from Altruist in connection with a client's use of TaxIQ. Please see the Memorandum of the Private Fund for a more detailed discussion of the methods of analysis used with respect to the Private Fund. Risk of Loss Ativo attempts to mitigate portfolio risks by incorporating risk management throughout the entire investment process. Our approach to risk management has six pillars: risk model, client constraints and exclusions, attribution analysis, daily compliance monitoring, a weekly portfolio review, and current-event monitoring. These risks include, but are not limited to, decisions based on quantitative models, equity market risk, liquidity risk, market capitalization risk, model construction risk, and the risk of investing in non-US and emerging market securities. All investments involve risks, including the loss of principal invested. Past performance does not guarantee future results or success. In addition, the performance of foreign securities can be adversely affected by the different political, regulatory, and economic environments and other overall economic conditions in the countries where the portfolio is invested. The portfolio is actively managed, which means that Ativo will at times frequently buy and sell securities. Frequent trading increases a portfolio’s turnover rate and will ordinarily increase transaction costs, such as brokerage commissions and taxes. Increased transaction costs could detract from the portfolio’s performance. Portfolios utilizing our Concentrated strategies will be less diversified as compared to portfolios using our non-Concentrated strategies in terms of the number issuers in the portfolio, as well as country, industry, and/or sector. This lack of diversification can lead to greater volatility in these portfolios. Ativo Private Wealth portfolios are subject to additional risks specific to the core-satellite approach. ETFs are subject to market risk, tracking error, and liquidity risk, and their market prices may trade at a premium or discount to net asset value. Fixed income ETFs are subject to interest rate risk, credit risk, and inflation risk. The core-satellite structure relies on the assumption that passive management is efficient in certain market segments and active management adds value in others; if this assumption proves incorrect, the blended portfolio

may underperform a purely passive or purely active approach. Clients in the Core Affluent segment whose accounts are implemented using fractional shares should be aware that fractional shares may have limited transferability and may not be available at all broker-dealers. Tax-loss harvesting, where offered, involves risks including the possibility that replacement securities may not perform comparably to the sold position and that wash sale rules may limit the tax benefit. Alternative investments, including private investments, where available to eligible clients, involve additional risks. Private investments are generally illiquid and may have no secondary market or limited transferability. Valuations of private investments may be difficult to determine and may be based on estimates that differ materially from the prices at which such investments could be sold. Private investments are typically subject to longer holding periods and may require clients to commit capital for an extended and indefinite duration. There is no assurance that the investment objectives of any private investment will be achieved, and clients may lose some or all of the capital invested. Private investments may also involve higher fees and expenses than publicly traded securities, limited transparency regarding underlying holdings, and concentration risk. Clients should consider their liquidity needs, investment time horizon, and risk tolerance before investing in alternative or private investments. It is possible that Ativo’s information and technology systems will, from time to time, be vulnerable to damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by its professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. Although Ativo has implemented various measures to protect the confidentiality of its internal data and to manage risks relating to these types of events, if these systems are compromised, become inoperable for extended periods of time or cease to function properly, Ativo will likely have to make a significant investment to fix or replace them. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in Ativo’s operations and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information relating to clients. Please see the Memorandum of the Private Fund for a more detailed discussion of the primary risks associated with an investment in the Private Fund.

Ativo provides investment management services to the following types of clients: • Corporate pension and profit-sharing plans (other than plan participants) • Hospital or healthcare plans • Public plans such as state or municipal government entities • Endowments and foundations • Outsourced CIO firms • Taft-Hartley or multiemployer plans • The Private Fund as well as other unregistered pooled investment vehicles • Model-based unified managed account (UMA) platforms

• Individuals and high net worth individuals For separately managed accounts, Ativo’s current account minimum is $100,000. For client accounts with initial balances from $100,000 to $5,000,000, Ativo generally requires the client to maintain the account at either Altruist Inc. or Charles Schwab, where Altruist and Charles Schwab act as custodian and executes trade orders entered by Ativo. For client accounts with initial balances above $5,000,000, a client can generally choose its own custodian and trades are executed by one of Ativo’s approved brokers as described in Item 12 Trading/Brokerage Practices. Ativo may accept clients below these minimums at its discretion. For Ativo Private Wealth accounts, the minimum account size is $1,000,000 in household market value, and accounts are generally maintained at Altruist. Where household market value falls below $1,000,000 and the firm agrees to open the relationship, a minimum annual fee of $15,000 applies. Ativo may accept Private Wealth clients below this minimum at its discretion.

Performance-based fees are only available to clients that meet the definition of ‘qualified client’ under Rule 205-3 of the Investment Advisers Act. Such a performance-based fee is calculated based on a share of the capital changes of the assets of the client. These performance-based fees create an incentive for Ativo to favor performance fee paying accounts over accounts that do not pay performance fees. Ativo has policies and procedures in place to mitigate this conflict and whether a performance-based fee or a flat percentage of assets fee is utilized, clients should be aware that accounts using the same portfolio strategy will be managed identically but for client imposed guidelines and restrictions.

Ativo’s affiliate, Ativo Global Funds, LLC, serves as the general partner of the Private Fund. Ativo and its principals have no other financial industry activities or affiliations.

Personal Trading Our firm has adopted a Code of Ethics which sets forth high ethical standards of business conduct that we require of our employees, including compliance with applicable federal

securities laws. Ativo and our personnel owe a duty of loyalty, fairness and good faith towards our clients, and have an obligation to adhere not only to the specific provisions of the Code of Ethics but to the general principles that guide the Code. Our Code of Ethics includes policies and procedures for the completion of quarterly employee securities transactions reports, as well as initial and annual securities holdings reports that must be submitted by the firm’s access persons. Among other things, our Code of Ethics also prohibits the acquisition of certain securities including those in a limited offering (e.g., private placement) or an initial public offering with limited exceptions. Persons associated with our firm are required to report any violations of our Code of Ethics. Our code also provides for oversight, enforcement and recordkeeping provisions. Ativo’s Code of Ethics further includes the firm’s policy prohibiting the use of material non-public information. While we do not believe that we have any particular access to non-public information, all employees are reminded that such information must not be used in a personal or professional capacity. A copy of our Code of Ethics is available to our advisory clients and prospective clients. You may request a copy by e-mail sent to shuang@ativocapital.com or rbekin@ativocapital.com, or by calling us at 312-263-7600. Ativo and individuals associated with our firm are prohibited from engaging in principal transactions and cross transactions. Our Code of Ethics is designed to assure that the personal securities transactions, activities and interests of our employees will not interfere with (i) making fiduciary decisions in the best interest of advisory clients and (ii) implementing such decisions in accordance with our fiduciary duty owed to our clients. No principal or employee of our firm may put his or her own interest above the interest of an advisory client. No principal or employee of our firm may buy or sell securities for their personal portfolio(s) where their decision is a result of information received as a result of his or her employment unless the information is also available to the investing public. It is the general policy of our firm that no personal trading is permitted in individual equity securities unless as part of such employee’s account at the Firm, as a client, which the firm’s portfolio managers are investing in one or more investment strategies or portfolios that Ativo manages for or makes available to its clients. The firm’s Chief Compliance Officer makes exceptions to this general policy in limited circumstances. Ativo’s principals and employees invest alongside Ativo’s clients in a SMA or Private Fund. Ativo has policies and procedures in place to ensure that the holdings of its principals and employees are not favored over other client accounts. We require written acknowledgment of the Code of Ethics by each supervised person of our firm annually. Any firm staff member who violates any of the above restrictions will ordinarily be subject to internal sanctions, including and up to termination. Through Ativo Private Wealth, the firm offers discretionary investment management services directly to individual investors. Certain of these investors may also be clients of, or prospective

clients of, UMA Program Sponsors and other investment advisers to which Ativo provides model portfolio recommendations. As a result, Ativo may compete directly with its UMA Program Sponsors and other advisory partners for individual investor relationships. This creates a potential conflict of interest, as Ativo has a financial incentive to attract and retain Ativo Private Wealth clients who might otherwise invest through one of Ativo's UMA Program Sponsors. Ativo addresses this conflict by maintaining separate portfolio management processes for its Private Wealth accounts and its model portfolio services, and by ensuring that investment decisions for each program are made independently and in accordance with the applicable investment strategy and client guidelines.

Broker-Dealer Selection and Soft Dollars For certain separately managed accounts, Ativo generally recommends the use of Goldman Sachs Custody Solutions (“GSCS”) or Charles Schwab as custodians based on operational efficiencies. For Ativo Private Wealth accounts, Ativo generally requires the use of Altruist, Inc. ("Altruist") as custodian, which provides integrated onboarding, billing, and rebalancing services for these accounts. Altruist supports fractional share trading, which enables Ativo Private Wealth accounts to achieve more precise portfolio allocations, broader diversification at smaller account sizes, and more efficient reinvestment of dividends and cash flows. However, fractional shares may have limited transferability. Not all custodians accept fractional share positions, and clients who transfer their Ativo Private Wealth accounts to another custodian may be required to liquidate fractional share holdings prior to or in connection with the transfer, which could result in taxable events. Clients with account balances above $5,000,000, may generally select an alternative custodian, subject to operational review and approval by Ativo, and trades are executed by one of Ativo’s approved brokers as described below. For client accounts with initial balances above $5,000,000, Ativo generally requires these clients to provide us with written authority to determine the broker-dealer to use and the commission costs that will be charged to these clients for transactions. These clients must include any limitations on this discretionary authority in this written authority statement. Clients may change/amend these limitations as required. Such amendments must be provided to us in writing. Ativo seeks best execution, which includes obtaining the most favorable terms reasonably available under the circumstances. In evaluating best execution, Ativo considers factors including price, commission rates, execution quality, speed, liquidity, and the broker’s ability to execute difficult trades. The reasonableness of commissions is based on a number of factors, including the execution method, broker’s stability, reputation, ability to provide professional services, responsiveness, competitive commission rates and prices, market settlement capabilities, research, trading platform, and other services which will help Ativo in providing investment management services to clients. It is therefore possible that Ativo will recommend the use of, or engage, a broker who provides useful research and/or securities transaction services even though a lower commission is charged by a broker who offers no research services and/or minimal securities transaction assistance. As a result, Ativo may cause clients to pay commissions that are higher than those charged by other brokers that do

not provide such research or brokerage services.Research or security transaction services may be useful in servicing all our clients, and not all of such research or services may be useful for the account for which the particular transaction was affected. Consistent with seeking best execution for clients, Ativo has the option to direct brokerage transactions for clients’ portfolios to brokers who provide research and execution services to Ativo and, indirectly, to Ativo’s clients. These services, sometimes referred to as “soft dollar” services or client commission arrangements, are of the type described in Section 28(e) of the Securities Exchange Act of 1934 and are designed to augment our own internal research and investment strategy capabilities. This will ordinarily be done without prior agreement or understanding by the client (and done at our discretion). Research products and services obtained through the use of soft dollars or client commission arrangements are often developed by third-parties which are compensated by the broker. Ativo believes that the research we receive will help us to fulfill our overall duty to our clients. Ativo will not always use each research product or service, however, to service each client. As a result, a client may pay brokerage commissions that are used, in part, to purchase research products or services that are not used to benefit that specific client. Conversely, certain clients and accounts, including but not limited to accounts of employees, employee family members, and other associated persons, as well as model-based UMA Program Sponsors, accounts that require directed brokerage, and accounts that restrict the generation of soft-dollars, benefit from the research obtained through soft dollars even if such clients and accounts ordinarily do not generate soft dollars themselves. A portion of the commission for each executed trade for clients that allow the generation of soft dollar commission credits is used to pay for soft dollar eligible products and services. Clients that restrict the generation of soft dollar credits to pay for such eligible products and services pay the same commission rates as clients that generate soft dollar credits since the use of the underlying products and services is designed to benefit all client portfolios. However, Ativo is not required to use each eligible product or service to service each client. Broker-dealers we select will from time to time be paid commissions for effecting transactions for our clients that exceed the amounts other broker-dealers would have charged for effecting these transactions if Ativo determines in good faith that such amounts are reasonable in relation to the value of the brokerage and/or research services provided by those broker-dealers, viewed either in terms of a particular transaction or our overall duty to our (“brokerage”) discretionary client accounts. Certain items obtainable with soft dollars will not be used exclusively for either execution or research services. The cost of such “mixed-use” products or services will be reasonably allocated and Ativo makes a good faith effort to determine the percentage of such products or services which should be qualified as eligible research and brokerage products or services. The portions of the costs attributable to non-research usage of such products or services are paid by our firm to the broker-dealer or third-party vendor in accordance with the provisions of Section 28(e) of the Securities Exchange Act of 1934. When Ativo makes a “mixed use” determination it results in a conflict of interest because the firm has an incentive to determine that the greatest portion of a “mixed use” product or service is eligible to be paid for with soft dollar commission credits rather than directly by the firm.

When Ativo uses client brokerage commissions to obtain research or brokerage services, we receive a benefit to the extent that Ativo does not have to produce such products internally or compensate third-parties with our own money for the delivery of such services. Therefore, such use of client brokerage commissions results in a conflict of interest, because we have an incentive to direct client brokerage to those brokers who provide research and services we utilize, even if these brokers do not offer the best price or commission rates for our clients. The types of research and brokerage services we could obtain on a soft-dollar basis include, but are not limited to: compilations of securities prices, earnings, dividends and similar market, financial and other economic data; software that provides analyses of securities portfolios; software and communications services related to the execution, clearing and settlement of securities transactions; transaction cost analysis; and other brokerage and research services. Examples of specific products and services include those provided by Standard & Poor’s, MSCI, and FactSet. Ativo utilizes a soft dollar broker administrator for the implementation of client commission arrangements, including soft dollar reconciliation with brokers and third-party payments for Section 28(e) eligible products and services. Ativo periodically evaluates broker-dealers used for client transactions to assess execution quality, commission rates, and services provided. Trade Generation Ativo’s trade generation process is designed to be equitable across strategies as described below: 1) The firm periodically uses a rotation or randomized methodology to determine strategy execution order to prevent systematic advantages among strategies. Each week, the CIO will determine execution order by generating a random number to be assigned to each strategy. The strategies will then be organized in ascending order to ensure that no strategy consistently gains an execution advantage over the others. 2) The portfolio manager enters trades through the Order Management System (OMS) or utilizing risk management and optimization software (RMS). When generating orders, the portfolio manager will consider cash availability, client restrictions, and any other relevant factors. Trades may be generated as part of a basket or on an ad-hoc basis by the portfolio manager. The portfolio manager will occasionally direct the trader to enter trades manually. 3) Trades may be generated externally and imported into the OMS. In such cases, the OMS Compliance System will ensure that all relevant factors are considered and will alert the portfolio manager of any violations. 4) The portfolio manager will then send the order and allocations to the trade blotter via the OMS or by importing trades generated by the RMS. 5) The trader may adjust allocations to minimize odd-lot purchases, which could hinder execution or prevent best execution.

6) The trader will attempt to aggregate any orders into a block where those orders are preexisting. Aggregation and Block Trading Ativo will aggregate or block trades where possible and when advantageous to clients. This blocking of trades permits the trading of aggregate blocks of securities composed of assets from multiple client accounts, so long as transaction costs are shared equally, at an average share price, and on a pro-rata basis between all accounts included in any such block. Block trading can allow us to execute equity trades in a timelier, more equitable, and efficient manner, while seeking to reduce overall commission charges to clients. Ativo will typically aggregate trades among clients whose accounts can be traded at a given broker. In the event trades cannot be aggregated, and where various brokers are required, we will rotate or vary the order of clients for whom trades are placed in order to ensure that no client is favored. Ativo’s block trading policy and procedures are as follows: 1) Transactions for any client account will not be aggregated for execution if the practice is prohibited by or inconsistent with the client’s advisory agreement with Ativo, or our firm’s order allocation policy. 2) The portfolio manager must reasonably believe that the order aggregation will benefit each client by enabling Ativo to seek best execution for all clients participating in the aggregated order. This requires a good faith judgment at the time the order is placed for the execution. It does not mean that the determination made in advance of the transaction must always prove to have been correct in the light of a “20-20 hindsight” perspective. Best execution includes the duty to seek the best quality of execution, as well as the best net price. 3) If the trader receives a new trade order for an investment where a block trade is already executed and allocated, the blocks will not be combined. 4) The trader will select a broker for each trade while considering strategy and security specific trading factors such as liquidity, market idiosyncratic factors and the capabilities of the broker in the market where the security is to be traded. Trades will not be blocked in the event such factors impede the ability to manage the risks involved. 5) Trades are sent to brokers using the OMS and are acknowledged by the broker(s). 6) Trades are executed and fills are electronically received into the system for allocation and settlement. 7) Ativo’s client account records separately reflect, for each account in which the aggregated transaction occurred, the securities which are held by, and bought and sold for, that account. 8) Funds and securities for aggregated orders are clearly identified on Ativo’s records and to the broker-dealers or other intermediaries handling the transactions, by the appropriate account numbers for each participating client. Allocation As a matter of policy, an adviser’s allocation procedures must be fair and equitable to all clients

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Client Referrals Ativo does not currently compensate any person or firm for client referrals. Ativo may in the future enter into arrangements under which it compensates persons for referring prospective clients ("Promoters"). Promoters may include Ativo's own employees or independent persons or firms. Any such arrangement will comply with Rule 206(4)-1 under the Investment Advisers Act of 1940 (the "Marketing Rule"). Where the Marketing Rule requires it, Ativo will have a written agreement with the Promoter. At the time of the referral, the Promoter or Ativo will also give the prospective client a disclosure that states: •

whether the Promoter is a current client of Ativo;

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that the Promoter is being compensated, directly or indirectly, for the referral;

•

the material terms of the compensation arrangement, including a description of the compensation; and

•

any material conflicts of interest arising from the Promoter's relationship with Ativo or the compensation arrangement.

Clients referred by a Promoter will not pay higher advisory fees because of the referral. If Ativo enters into a compensated referral arrangement, it will update this brochure to describe it. Other Compensation

It is Ativo's policy that neither Ativo nor its related persons accept any form of compensation, including cash, sales awards or other prizes, from a non-client in connection with the advisory services Ativo provides to its clients. [See Item 12 for a description of support services Ativo receives from Schwab and Altruist.]

We are required to disclose any legal or disciplinary events that are material to a client’s or prospective client’s evaluation of our advisory business or the integrity of our management. Our firm and our management personnel have no reportable disciplinary events to disclose.

The underlying security positions in client accounts are continuously monitored. Separately managed accounts are ordinarily reviewed and reconciled daily to ensure conformity with portfolio strategy and client guidelines. Portfolio managers and operations personnel conduct ongoing monitoring of client accounts. The Chief Compliance Officer oversees the process as part of the firm’s compliance program. Statements and confirmations of transactions are provided by the client’s broker or custodian with copies or access to/for Ativo. The firm provides periodic written client reporting that generally includes performance, holdings, and transaction information. Alternatively, the Marketing Team will provide client reports according to client requirements and frequency.

On at least a quarterly basis, the custodian is required to send to the client a statement showing all transactions within the account during the reporting period. Clients should carefully review their custodial statements to verify the accuracy. Clients should contact us directly if they believe that there may be an error in their statement. In addition to the periodic statements that clients receive directly from their custodians, we also send account statements or other customized reports directly to our clients on a monthly or quarterly basis. We urge our clients to carefully review this information to ensure that all account transactions, holdings and values are correct and current. Ativo and Ativo Global Funds, LLC are deemed to have custody of the Private Fund assets under the Advisers Act and related SEC rules. Ativo and Ativo Global Funds, LLC comply with the Advisers Act custody rules by delivering audited financial statements for the Private Fund to its investors within 120 days after the end of the Private Fund’s fiscal year. The Private Fund relies on the audit provision

of Rule 206(4)-2 under the Advisers Act

Ativo is deemed to have custody of certain client accounts held at Schwab or Altruist because those clients have given Ativo written authorization to deduct advisory fees directly from their accounts. Ativo does not otherwise hold or have access to client funds or securities in these accounts. Schwab and Altruist, as qualified custodians, send account statements directly to clients at least quarterly. These statements show all account activity, including any advisory fees deducted. Clients should review their custodian statements carefully and compare them with any reports they receive from Ativo. Clients should contact Ativo promptly if they find a discrepancy or have a question about a fee deduction. Before fees are submitted to the custodian for deduction, Ativo's Director of Finance reviews the fee calculations for accuracy, and Ativo's Chief Operating Officer provides a secondary review.

Clients generally hire us to provide discretionary asset management services. We typically place trades in a client’s account without contacting the client prior to each trade to obtain the client’s permission. Our discretionary authority includes the ability to do the following without contacting the client: • Determine the security to buy or sell; • Determine the amount of the security to buy or sell; • Determine the broker or dealer to be used for a purchase or sale of the security; and/or • Determine the commission rate to be paid to a broker or dealer for the security transaction

Clients give us discretionary authority when they sign a discretionary Investment Management Agreement with our firm, and may limit this authority by giving us written instructions. Clients may also change/amend such limitations by once again providing us with written instructions.

Where agreed to by a client, we will vote proxies in its best interests and in accordance with our established policies and procedures. Ordinarily, this will involve reliance on the recommendations of Glass Lewis, a proxy consultant. For certain custodial arrangements, proxy voting responsibilities

may be retained by the custodian or client. Ativo will vote or abstain from voting proxies for the Private Fund in its discretion. To the extent that Ativo votes proxies on behalf of the Private Fund, it will do so in the best interest of the Private Fund. Ordinarily, this will involve reliance on the recommendations of Glass Lewis, a proxy consultant. Our firm will retain all proxy voting books and records for the requisite period of time, including a copy of each proxy statement received, a record of each vote cast, a copy of any document created by us that was material to making a decision how to vote proxies, and a copy of each written client request for information on how the adviser voted proxies. If our firm has a conflict of interest in voting a particular action, we will notify the client of the conflict and retain an independent third-party to cast a vote. Conflicts of interest may arise when voting proxies for securities issued by clients, affiliates, or other related parties. Clients may obtain a copy of our complete proxy voting policies and procedures by contacting Ativo’s Operations Team (312-263-7600 or operations@ativocapital.com) by telephone, e-mail, or in writing. Clients may request, in writing, information on how proxies for its shares were voted. If a client requests a copy of our complete proxy policies and procedures or how we voted proxies for its account(s), we will promptly provide such information to the client. Ativo Capital Management has engaged a third-party service provider, Battea – Class Action Services, LLC (“Battea”), to assist with the identification, filing, and processing of securities class action claims. Participation in this service is optional for clients. Battea may receive a portion of any recovery obtained. We do not provide legal advice or represent clients in legal proceedings, including class action lawsuits. However, clients may authorize Ativo to include their accounts in Battea’s service. Once authorized, Battea will manage the filing of claims and the recovery of settlement proceeds on the client’s behalf, subject to the terms of Battea’s service. Clients who do not wish to participate may direct us to forward class action notices to themselves or a third party. Upon such direction, we will make commercially reasonable efforts to do so in a timely manner. With respect to ERISA accounts, we will vote proxies unless the plan documents specifically reserve the plan sponsor’s right to vote proxies. To direct us to vote a proxy in a particular manner, clients should contact Ativo’s Operations Team (312-263-7600 or operations@ativocapital.com) by telephone, e-mail, or in writing. You can instruct us to vote proxies according to particular criteria (for example, to always vote with management, or to vote for or against a proposal to allow a so-called “poison pill” defense against a possible takeover). These requests must be made in writing. You can also instruct us

on how to cast your vote in a particular proxy contest by contacting Ativo’s Operations Team (312-263-7600 or operations@ativocapital.com).

Registered investment advisers are required in this section to provide you with certain financial information or disclosures about the firm’s financial condition. Ativo has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients, and has not been the subject of a bankruptcy proceeding. The firm does not require or solicit prepayment of fees six months or more in advance.