Certain information has been excluded from this exhibit because it (i) is not material and (ii) would be competitively harmful if publicly disclosed.

 

Fund Accounting Fee Letter
for
MRP SynthEquity®Nasdaq 100 ETF
a series of
Capitol Series Trust

 

This Fund Accounting Fee Letter (this “Fee Letter”) applies to the Services provided by Ultimus Fund Solutions, LLC (“Ultimus”) to Capitol Series Trust (the “Trust”) for MRP SynthEquity®Nasdaq 100 ETF (referred to herein as a “Fund” and collectively as the “Funds”) pursuant to that certain ETF Master Services Agreement dated December 8, 2021, and the Fund Accounting Addendum dated December 8, 2021 (the “Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.

 

1.Fees

 

For the Fund Accounting Services provided under the Fund Accounting Addendum, Ultimus shall be entitled to receive a fee and reimbursable expenses from the Trust, the Funds, or the Adviser (as hereinafter defined) on the first business day following the end of each month, or at such time(s) as Ultimus shall request and the parties hereto shall agree, which fee is included in the Fund Administration Fees, plus itemized fees as follows:

 

1.1.Multi-Manager: For multi-manager funds, Ultimus charges a fee of $[REDACTED] per month per manager over one.

 

1.2.Basket Servicing Fee: Each Fund shall pay an annual fee of $[REDACTED] for basket services in connection with PCF File creation and communication for ETF creation and redemption unit processing.

 

1.3.Reporting Modernization fee: Each Fund shall pay a monthly reporting modernization fee for third-party data and technology and personnel costs associated with N-PORT and N-CEN filings. Current annual charges are as follows, but are subject to change from time-to-time upon written notice from Ultimus:

 

3rd Party Data Sourcing including data only ICE [InterContinental Exchange, fka “IDC”] $[REDACTED]**
or    
3rd Party Data Sourcing w/Liquidity Classifications ICE [InterContinental Exchange, fka “IDC”] $[REDACTED]**
and    

N-PORT and N-CEN Reporting Engine and Service Component

 

Confluence Reporting w/ Ultimus - Equity Funds $[REDACTED]***

N-PORT and N-CEN Reporting Engine and Service Component

Confluence Reporting w/ Ultimus - Fixed Income/Other non-Equity Funds $[REDACTED]***
     
** The range is dependent on portfolio holdings. Any data not received from ICE or requiring manual intervention will be subject to additional charges.
*** The range is dependent on the requirement that a Fund determine a Highly Liquid Investment Minimum pursuant to SEC Rule 22e-4 and the ongoing support required. For purposes hereof, “Equity Funds” shall mean funds with greater than 80% of its holdings in equity securities, ETFs and Mutual Funds.

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Fund Accounting Fee Letter 
March 10, 2026Page 1 of 5

 

1.4.Price Quotes: The charges for securities/commodity price quotes are determined by Ultimus’ cost of obtaining such quotes and, therefore, are subject to change. Current charges (presented as per security/per day unless otherwise noted) are as follows:

 

Canadian and Domestic Equities  $   0.0987
International Equity (Non Fair Value)  $   0.1659
Corporate Bonds, CD’s, CP’s, Money Markets  $   0.5940
High Yield Corporate Bonds, High Yield Municipal Bonds  $   1.0160
MBS Bonds and MBS ARM’s  $   0.7430
Government/Agency  $   0.5750
Floating Rate MTN  $   0.6150
Municipal Bonds  $   0.8180
International Bond  $   1.3388

ABS, ABS Home Equity, CMO Non-Agency Whole Loan ARMs, CMOs, and CMO Other ARMs

 $   1.3514
CMBS  $   1.7609
CRE CDO & CLO Debt  $   4.6494
Options (Listed)  $   0.1166
Futures (Listed)  $   0.3255
Leverage Loans/Bank loans [monthly]  $ 18.6984
Exchange Rates - Spot and Forwards  $   0.8350
International Equity (Fair Value)  $   0.8680
CDS & CDX Swaps [monthly]  $ 73.0412
CLO Equity/HTV CDO/Trust Preferred CDO  $ 17.6510

 

Other Securities/Complex, Hard-to-Value Market
Manual Pricing Inputs/Adviser Provided (other than odd lot pricing) $[REDACTED] per month for each additional 10 manual inputs
Odd Lot Pricing Fee $[REDACTED]/Fund per month plus $15/odd lot security per month

 

1.5.Wholly owned subsidiary fee: In cases where a Fund elects or is otherwise required to have a wholly owned subsidiary [for example: controlled foreign corporation/Cayman subsidiary], an annual fee of $[REDACTED] will be charged for each such subsidiary. Ultimus may, with notice to the Fund, charge additional fees with respect to any such subsidiary if Ultimus determines that the nature of such subsidiary will require an inordinate number of man hours to be expended in the performance of Fund Accounting Services or generally poses heightened risk or compliance concerns.

 

1.6.Special Reports/Programming Charge: All special reports analyses and/or programming requested by a Fund or the Trust under this Agreement shall be subject to an additional programming charge. The current rate as of the date of this Fee Letter is $[REDACTED] per hour and is subject to change.

 

1.7.Event Processing Charge: Fund accounting services performed outside of the ordinary course and in connection with unique events involving a Fund or the Trust, including, without limitation,

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Fund Accounting Fee Letter 
March 10, 2026Page 2 of 5

 

  mergers, acquisitions, and reorganizations, shall be subject to an additional event processing charge. The current rate as of the date of this Fee Letter is $[REDACTED] per hour and is subject to change.

 

1.8.The fees are computed daily and payable monthly, along with any reimbursable expenses. The Trust, the Funds, or the Adviser agrees to pay all fees within 30 days of receipt of each invoice. Ultimus retains the right to charge interest of 1.5% monthly on any amounts that remain unpaid beyond such 30-day period. Acceptance of such late charge shall in no event constitute a waiver by Ultimus of the Trust’s, the Funds’, or the Adviser’s default or prevent Ultimus from exercising any other rights and remedies available to it.

 

2.Monthly Per Trade and T+0 Processing Fees

 

The fees, as described above, allow a Fund to execute up to 1,000 portfolio trades (i.e., purchases and sales) per month without additional fees. For portfolio trades in excess of this amount, Ultimus will charge the respective Fund $[REDACTED] per trade over 1,000 per month capped at $[REDACTED] up to 6,000 per month, then $[REDACTED] per trade over that. Trades are recorded on the day after trade date (“T+1”). For trade date (“T+0”) accounting the Fund will pay an additional $[REDACTED] per month.

 

3.Term

 

3.1.Initial Term. This Fee Letter shall continue in effect, unless earlier terminated under Section 3.3 below, until the expiration of the Agreement’s Initial Term (the “Initial Term”).

 

3.2.Renewal Terms. Immediately following the Initial Term, this Fee Letter shall automatically renew for successive one-year periods (each a “Renewal Term”) unless Ultimus, the Trust, or the Adviser gives written notice of termination at least 90 days prior to the end of the Initial Term or the then-current Renewal Term.

 

3.3.Termination. Ultimus or the Trust may terminate the Agreement entirely or on behalf of a Fund as set forth in the Agreement. Any such termination shall be treated as a termination of this Fee Letter with respect to each Fund as to which the termination applies, in which case the subject Fund(s) or the Adviser shall be responsible for payment of any amounts required to be paid by the Adviser under the Agreement, including, without limitation, any applicable Early Termination Fee, any reimbursements for cash disbursements made by Ultimus and any fee for deconversion or liquidation services.

 

3.4.Early Termination. Any Early Termination under the Agreement with respect to fund accounting services shall subject the subject Fund(s) or the Adviser to paying an “Early Termination Fee” equal to the fee amounts due to Ultimus through the end of the then-current term as calculated in this Fee Letter, including the repayment of any negotiated discounts provided by Ultimus during the then-current term.

 

3.5.Deconversion. Ultimus will cooperate with any reasonable request of the Trust to effect a prompt transition to a new service provider selected by the Trust. In consideration for which, Ultimus shall be entitled to collect from the Trust or the Adviser the amount of all of Ultimus’ cash disbursements reasonably made for services in connection with Ultimus’ activities in effecting such transition,

Capitol Series Trust – Measured Risk 
Fund Accounting Fee Letter 
March 10, 2026Page 3 of 5

 

  including, without limitation, the delivery to the Trust or its designees of the Trust’s property, records, instruments, and documents, and a fee for fund accounting deconversion services of not less than $[REDACTED].

 

3.6.Liquidation. In the event any Fund is liquidated, Ultimus shall be entitled to collect from the Trust or the Adviser the amount of all of Ultimus’ cash disbursements reasonably made for services in connection with Ultimus’ activities in effecting such liquidation, including, without limitation, the delivery to the Trust or its designees of the Trust’s property, records, instruments, and documents, and a reasonable fee for fund accounting liquidation services of not less than $[REDACTED] per Fund.

 

3.7.Restructuring. In the event any Fund undergoes a restructuring event, including, without limitation, any merger, acquisition, or reorganization event, which does not involve transition to a new service provider as would a deconversion, but does require Ultimus to perform fund accounting services outside of the ordinary course, Ultimus shall be entitled to collect from the Trust or the Adviser a fund accounting restructuring fee of not less than $[REDACTED], which shall be in addition to any hourly event processing charge that Ultimus is permitted to charge.

 

4.Reimbursable Expenses

 

In addition to the above fees, the Fund or the Adviser will reimburse Ultimus or pay directly certain expenses incurred on the Fund’s behalf, including, but not limited to, the cost of obtaining secondary security market quotes and other securities data utilized by the Fund, performance reporting (including after-tax performance reporting), and third party expenses incurred by Ultimus in providing the Derivatives Risk Management Program Support Services or the 18f-4/N-PORT Support Services (as applicable), including, without limitation, the Fund’s proportionate share of any fees paid by Ultimus to any Derivatives Expert as part of Ultimus’ providing the Derivatives Risk Management Program Support Services. The Fund will be responsible for the Fund’s normal operating expenses, including, but not limited to, federal and state filing fees, EDGARizing fees, insurance premiums, typesetting and printing of the Fund’s public documents, and fees and expenses of the Fund’s other vendors and providers that provide services to the Fund.

 

5.Fee Increases

 

On each anniversary date of the Agreement, Ultimus will increase the fees set forth in this Fee Letter by an amount not to exceed the average annual change for the prior calendar year in the Consumer Price Index for All Urban Consumers - All Items (seasonally adjusted)1 plus 1.5%.

 

6.Amendment

 

The parties may only amend this Fee Letter by written amendment signed by all the parties.

 

Signatures are located on the next page.

 

 

1Using 1982-84=100 as a base, unless otherwise noted in reports by the Bureau of Labor Statistics.

Capitol Series Trust – Measured Risk 
Fund Accounting Fee Letter 
March 10, 2026Page 4 of 5

 

The parties duly executed this Fund Accounting Fee Letter dated March 10, 2026.

 

  Capitol Series Trust
on its own behalf and on behalf of the Funds
    Ultimus Fund Solutions, LLC
         
By: /s/ Matthew Miller   By: /s/ Gary Tenkman
Name: Matthew Miller   Name: Gary Tenkman
Title: President   Title: Chief Executive Officer

 

The undersigned investment adviser (the “Adviser”) hereby acknowledges and agrees to the terms of the Agreement.

 

  Measured Risk Portfolios, Inc.
   
By: /s/ Larry Kriesmer
Name: Larry Kriesmer
Title: President

Capitol Series Trust – Measured Risk 
Fund Accounting Fee Letter 
March 10, 2026Page 5 of 5

 

 

Capitol Series Trust – Measured Risk 
Fund Administration Addendum 
March 10, 2026Page 1 of 5

 

 

 

Fund Administration Fee Letter
for
MRP SynthEquity®Nasdaq 100 ETF
a series of
Capitol Series Trust

 

This Fund Administration Fee Letter (this “Fee Letter”) applies to the Services provided by Ultimus Fund Solutions, LLC (“Ultimus”) to Capitol Series Trust (the “Trust”) for MRP SynthEquity®Nasdaq 100 ETF (referred to herein as a “Fund” and collectively as the “Funds”) pursuant to that certain ETF Master Services Agreement dated December 8, 2021, and the Fund Administration Addendum dated December 8, 2021 (the “Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.

 

1.Fees

 

1.1.For the Fund Administration Services provided under the Fund Administration Addendum, Ultimus shall be entitled to receive a fee and reimbursable expenses from the Trust, or the Funds, or the Adviser (as hereinafter defined) on the first business day following the end of each month, or at such time(s) as Ultimus shall request and the parties hereto shall agree, computed with respect to the Funds as follows:

 

Average Daily Net Assets Administration Fee
Up to $500 million [REDACTED]%
$500 million to $750 million [REDACTED]%
$750 million to $1 billion [REDACTED]%
In excess of $1 billion [REDACTED]%

 

The fee will be calculated based on the aggregate net assets of the Funds and distributed to the Funds on a pro rata basis or other Board approved methodology.

 

The fee will be subject to an annual minimum of $[REDACTED] (discounted to $[REDACTED] for the first twelve (12) months of Fund operations) with respect to each Fund.

 

Fixed income funds will be assessed an additional $[REDACTED] annual fee. Fees for global funds, defined as funds processing more than 25% in non-domestic assets, will be charged an additional $[REDACTED] base annual fee.

 

1.2.Implementation Fee. In addition to the fees set forth in Section 1.1 above, Ultimus shall be entitled to a one-time implementation fee (“Implementation Fee”) in connection with any new Fund launch. The Implementation Fee charged for the first Fund launched in any Fund Family shall be $[REDACTED], with each subsequent Fund launched in the same Fund Family being subject to an Implementation Fee of $[REDACTED]. The Implementation Fee with respect to any Fund shall be due and payable to Ultimus prior to Ultimus commencing any work related to the Fund’s launch. As used herein, the term “Fund Family” means all Funds in the Trust with the same investment adviser.

Capitol Series Trust 
Fund Administration Fee Letter 
March 10, 2026Page 1 of 5

 

1.3.Tax Provisioning/ASC 740 Compliance fee. Each Fund shall pay Ultimus $[REDACTED] per calendar quarter for tax provisioning services and ASC 740 Compliance.

 

- Additional fees relating to tax provisioning or tax compliance may arise relative to certain strategies or approaches taken by the adviser with respect to portfolio management. The following are examples of fees that may be charged:

 

- Schedule K-1 fee – for Funds with investments requiring additional processing, including, without limitation, Funds with more than 10 Schedule K-1s or tiered partnerships or private partnerships whereby additional Schedule K-1s are received, each additional K-1 over 10 will be charged at $[REDACTED] per K-1 received. For tiered partnerships and private partnerships, each K-1 over 10 will be charged a fee of $[REDACTED] per partnership K-1 received.

 

- Fee for separate tax year from fiscal year – in cases where a Fund elects or is otherwise required to have a tax reporting year-end that is different from its fiscal year-end, an additional $[REDACTED] per year may be charged.

 

- Wholly-owned subsidiary fee – in cases where a Fund elects or is otherwise required to have a wholly-owned subsidiary [for example: controlled foreign corporation/Cayman subsidiary], an additional fee of $[REDACTED] per year may be charged.

 

- Trust Preferred Securities [“TRUPS”] fee – in cases where a Fund holds TRUPS and transactions in total are more than 500 tax lots, an additional fee of $[REDACTED] per year may be charged. If between 501-2,500 tax lots, an additional fee of $[REDACTED] per year may be charged. Transactions over 2,500 tax lots may be charged an additional fee of $[REDACTED] per year.

 

- QCCO and Tax Straddle fee – in cases where a Fund wittingly or unwittingly engages in QCCO or tax straddle transactions, an additional fee of $[REDACTED] per year may be charged. Note: for Funds with significant volume in such transactions an outsourced solution may be preferable and there will be no fee paid to Ultimus, but rather an expense will be incurred for an unaffiliated servicer.

 

- Equalization service fee – in cases where a Fund elects to utilize a tax equalization strategy, an additional fee of $[REDACTED] per year may be charged.

 

- Distribution estimates fee – in cases where an advisor requests more than 2 estimates in a distribution period [“period” defined as year-end for excise or fiscal purposes], an additional fee of $[REDACTED] per estimate over 2 may be charged.

 

- Tax diversification testing fee – in cases where a Fund invests in certain investments such as Funds of Funds structures whereby private Funds are held and the look through and aggregation of underlying holdings needs to be completed manually to complete post-trade compliance testing, an additional fee of $[REDACTED] per month may be charged [for up to 10 underlying Fund look-throughs]. Additionally, in the event Ultimus does not receive all data necessary, in Ultimus’ sole determination, to properly perform post-trade compliance testing in a timely manner, including, without limitation, situations in which the Adviser or other third-party responsible for providing Ultimus with such data delivers that data late or the data that is delivered is incomplete or erroneous, and such delay in receiving data causes Ultimus to expend time and resources outside the ordinary course, Ultimus will charge for the time expended outside the ordinary course at its then current hourly rate. The current hourly rate as of the date of this Fee Letter is $[REDACTED] per hour and is subject to change.

 

Should it become necessary, due to an extraordinary level of complexity driven by fund architecture, holdings or other requirements, for Ultimus to enlist the services of any third-party tax expert/consultant in connection with any of the tax provisioning work to be performed hereunder, Ultimus will do so on terms and scope mutually agreeable to Ultimus, the Funds, and the Adviser, and the Funds or the Adviser will be

Capitol Series Trust - Measured Risk 
Fund Administration Fee Letter 
March 10, 2026Page 2 of 5

 

responsible for and hereby agree to pay the expense associated with such third-party tax expert/consulting services.

 

1.4.Special Reports/Programming Charge. All special reports analyses and/or programming requested by a Fund or the Trust under this Agreement shall be subject to an additional programming charge. The current rate as of the date of this Fee Letter is $[REDACTED] per hour and is subject to change.

 

1.5.Event Processing Charge. Fund administration services performed outside of the ordinary course and in connection with unique events involving a Fund or the Trust, including, without limitation, mergers, acquisitions, and reorganizations, shall be subject to an additional event processing charge. The current rate as of the date of this Fee Letter is $[REDACTED] per hour and is subject to change.

 

1.6.Meeting Attendance Fee. The Trust or the applicable Fund shall pay $[REDACTED] per fair valuation committee meeting attended by any Ultimus personnel.

 

1.7.The fees are computed daily and payable monthly, along with any reimbursable expenses. The Trust, the Funds, or the Adviser agrees to pay all fees within 30 days of receipt of each invoice. Ultimus retains the right to charge interest of 1.5% monthly on any amounts that remain unpaid beyond such 30-day period. Acceptance of such late charge shall in no event constitute a waiver by Ultimus of the Trust’s, the Funds’, or the Adviser’s default or prevent Ultimus from exercising any other rights and remedies available to it.

 

2.Reimbursable Expenses

 

In addition to the above fees, the Trust, the Funds, or the Adviser will reimburse Ultimus for certain reimbursable expenses incurred on each Fund’s behalf, including, but not limited to, travel expenses to attend Board meetings and any other expenses approved by the Trust or the Adviser. The Trust and each Fund will be responsible for the Fund’s normal operating expenses, such as federal and state filing fees, EDGARizing fees, insurance premiums, typesetting and printing of the Fund’s public documents, and fees and expenses of the Trust’s other vendors and providers that provide services to the Fund.

 

3.Online Web Services

 

ETF Fund Data Web Package

$[REDACTED] initial set up charge

$[REDACTED] annual maintenance (invoiced annually in advance)

 

4.Term

 

4.1Initial Term. This Fee Letter shall continue in effect, unless earlier terminated under Section 4.3 below, until the expiration of the Agreement’s Initial Term (the “Initial Term”).

 

4.2Renewal Terms. Immediately following the Initial Term, this Fee Letter shall automatically renew for successive one-year periods (each a “Renewal Term”) unless Ultimus, the Trust, or the Adviser gives written notice of termination at least 90 days prior to the end of the Initial Term or the then-current Renewal Term.

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Fund Administration Fee Letter 
March 10, 2026Page 3 of 5

 

4.3Termination. Ultimus or the Trust may terminate the Agreement entirely or on behalf of a Fund as set forth in the Agreement. Any such termination shall be treated as a termination of this Fee Letter with respect to each Fund as to which the termination applies, in which case the subject Fund(s) or the Adviser shall be responsible for payment of any amounts required to be paid under the Agreement, including, without limitation, any applicable Early Termination Fee, any reimbursements for cash disbursements made by Ultimus and any fee for deconversion or liquidation services.

 

4.4Early Termination. Any Early Termination under the Agreement with respect to fund administration services shall subject the subject Fund(s) or the Adviser to paying an “Early Termination Fee” equal to the fee amounts due to Ultimus through the end of the then-current term as calculated in this Fee Letter, including the repayment of any negotiated discounts provided by Ultimus during the then-current term.

 

4.5Deconversion. Ultimus will cooperate with any reasonable request of the Trust to effect a prompt transition to a new service provider selected by the Trust. In consideration for which, Ultimus shall be entitled to collect from the Trust or the Adviser the amount of all of Ultimus’ cash disbursements reasonably made for services in connection with Ultimus’ activities in effecting such transition, including, without limitation, the delivery to the Trust or its designees of the Trust’s property, records, instruments, and documents, and a fee for fund administration deconversion services of not less than $[REDACTED].

 

4.6Liquidation. In the event any Fund is liquidated, Ultimus shall be entitled to collect from the Trust or the Adviser the amount of all of Ultimus’ cash disbursements reasonably made for services in connection with Ultimus’ activities in effecting such liquidation, including, without limitation, the delivery to the Trust or its designees of the Trust’s property, records, instruments, and documents, and a reasonable fee for fund administration liquidation services of not less than $[REDACTED] per Fund.

 

4.7Restructuring. In the event any Fund undergoes a restructuring event, including, without limitation, any merger, acquisition, or reorganization event, which does not involve transition to a new service provider as would a deconversion, but does require Ultimus to perform fund administration services outside of the ordinary course, Ultimus shall be entitled to collect from the Trust or the Adviser a fund administration restructuring fee of not less than $[REDACTED], which shall be in addition to any hourly event processing charge that Ultimus is permitted to charge.

 

5.Fee Increases

 

On each anniversary date of the Agreement, Ultimus will increase the fees set forth in this Fee Letter by an amount not to exceed the average annual change for the prior calendar year in the Consumer Price Index for All Urban Consumers - All Items (seasonally adjusted)2 plus 1.5%.

 

6.Amendment

 

The parties may only amend this Fee Letter by written amendment signed by all the parties.

 

Signatures are located on the next page.

 

 

2Using 1982-84=100 as a base, unless otherwise noted in reports by the Bureau of Labor Statistics.

Capitol Series Trust - Measured Risk 
Fund Administration Fee Letter 
March 10, 2026Page 4 of 5

 

The parties duly executed this Fund Administration Fee Letter dated March 10, 2026.

 

  Capitol Series Trust
on its own behalf and on behalf of the Funds
    Ultimus Fund Solutions, LLC
         
By: /s/ Matthew Miller   By: /s/ Gary Tenkman
Name: Matthew Miller   Name: Gary Tenkman
Title: President   Title: Chief Executive Officer

 

The undersigned investment adviser (the “Adviser”) hereby acknowledges and agrees to the terms of the Agreement.

 

  Measured Risk Portfolios, Inc.  
     
By: /s/ Larry Kriesmer  
Name: Larry Kriesmer  
Title: President  

Capitol Series Trust - Measured Risk 
Fund Administration Fee Letter 
March 10, 2026Page 5 of 5