2. S&G – Disclaimer Shearer & Gray INVESTOR PRESENTATION 2
This presentation does not constitute an offer to sell or the solicitation to buy any securities. This presentation relates to managed investment accounts included in the Qualified Marginable Composite managed by Shearer & Gray Investment Management LLC. Some of the data contained in this presentation was obtained from sources believed to be accurate, but such sources have not been independently verified. The performance information contained herein is presented on a net basis taking into account fees and expenses. No representation is made that any managed accounts will or is likely to achieve its objectives or that any investor will or is likely to achieve results comparable to those shown. Past performance is not indicative, and is no guarantee, of future results. It should not be assumed that recommendations made in the future will be profitable or will equal the performance of the securities in this list. The above summary is not a complete list of risks and disclosures. This material serves to provide general information and is not meant to be legal or tax advice for any particular investor. Such advice can only be provided by qualified tax and legal counsel. Parties should independently investigate any investment strategy or manager, and should consult with qualified investment, legal, and tax professionals before making any investment. The information herein is subject to change, without notice, at the discretion of Shearer & Gray Investment Management LLC (“S&G”) and S&G does not undertake to revise or update this information in any way. No investment process is free of risk and there is no guarantee that the investment process described herein will be profitable. There is a significant risk of loss. Benchmarks referenced herein are broad based indices which are used for comparative purposes only and have been selected as they are well known and recognized by investors. Comparisons to benchmarks have limitations because the composition, characteristics, and volatility of the benchmark differ from those of any given managed account. As a result, investment returns and volatility may differ from those of the benchmark. This material is for use by pre-approved investors only, and not for the general public. This document must not be acted on or relied upon by persons who are not qualified persons. Any investment or investment activity to which this communication is related is available only to qualified persons and will be engaged in only by qualified persons. Alternative investments are designed for sophisticated investors who are able to bear the economic risk of loss of their investment. Alternative investments often engage in leverage, the use of derivatives, or other speculative investment practices that may increase the risk of loss. Alternative investments can be highly illiquid and difficult to value with no publically traded securities. Pricing and valuation may be subjective based upon the best information available to the manager. Alternative investments often charge high fees.
Shearer & Gray INVESTOR PRESENTATION

3. S&G – Strategy Focus S&G Does: S&G Does Not:
Seek out investments with asymmetric risk/return profiles
Seek out dislocated situations
Seek out opportunistic investment niches
Invest in areas overlooked and misunderstood by the market
Manage portfolio risk through capital allocation and derivatives
Concentrate investments into the best ideas
S&G Does:
Seek to match the market return
Employ high leverage
Invest in areas where we lack expertise
S&G Does Not:
Shearer & Gray INVESTOR PRESENTATION

4. S&G – Portfolio Management
S&G employs a fundamental, opportunistic investment strategy that seeks to invest in the most attractive situations that provide asymmetrically positive return profiles. S&G is focused on but not limited to the financial services sector.
Shearer & Gray
Mutual Bank Conversions
Option Strategy
Private Equity
Specialty Finance
Mortgage REITs/ Financial Service REITs
Post Conversion Mutual Bank
Credit Union to Mutual Bank conversions
Mortgage Servicers & Originators
Shearer & Gray INVESTOR PRESENTATION

5. S&G – Investment Process
Our investment process is repeatable and disciplined. This allows us to efficiently execute and manage the portfolio and associated risks. We focus on asymmetric opportunities where the potential returns are significantly higher than dollars risked.
Idea Generation
Professional Networks
Brokerage Community
Research
Regulatory Findings
Research / Due Diligence
Qualitative & Quantitative Analysis
Key Catalysts
Company Research
Industry Research
Identification of Key Risks
Risk/Return profile
Original or Shared Idea
Investment Selection
Review Research
Position Size
Risk Evaluation & Downside Analysis
Top-Down Macro Factors
Liquidity
Trade Construction
Structure of Trade
Capital Structure
Scenario Analysis
Entry & Exit Points
Portfolio
Risk Management/ Investment Guidelines
Daily Monitoring
Macro Factors
Contingency plans in place of negative results
Shearer & Gray INVESTOR PRESENTATION

6. S&G – Portfolio Construction
When constructing a portfolio, we use top-down and bottoms-up risk-return based analysis. While always searching for the most attractive opportunities with asymmetrically positive return profiles, S&G dynamically shifts capital between moderate and higher return profile ideas. S&G may maintain high cash balances during periods of uncertainty, or if opportunities are not adequately attractive. S&G will seek to maximize long-term capital gains for taxable clients.
Expected Returns Typical Allocations
Moderate Risk Return Target
Fixed income, value and event driven equity, post conversion financials, high return arbitrage
High Risk Return target
Conversions, Private Equity,
Initial and Secondary
Stock Offerings,
Option Overlays
15-25%
60-70%
10-50%
25%+
1. Depending on the details of each trade certain opportunities may appear in either moderate or high return target investment
Shearer & Gray INVESTOR PRESENTATION

7. S&G – Risk Management Guidelines
Risk Management is overseen by Charles Shearer and Michael Gray. Risk exposure is reviewed daily including a review of both macro and micro risk factors. Worst case scenario analysis and pre-event decision trees are formulated. Specific guidelines include:
Little or no leverage on long positions
Leverage Guidelines
Security specific short sales and derivatives used to reduce exposure
High cash balances may be employed during periods of limited opportunity
Market exposure and volatility may be hedged via ETFs or options
Hedging
Low liquid investment exposure is limited to 20% of a given portfolio with the exception of short duration conversion investments
Liquidity
30 – 80% typical
Net Equity Exposure
Not more than 20% at cost with exception of conversions
Position Concentration
Not more than 40% at cost typical with the exception of conversions
Industry Concentration
Not more than 20% at cost
International
Shearer & Gray INVESTOR PRESENTATION

8. S&G – Risk Return Target
S&G seeks to generate high absolute returns over a full market cycle, with a concentrated focus on dislocated and misunderstood situations.
15%+
10-15%
5-10%
15-20%+
Sub 5%
S&G, #3 #2 #1 #1 #2 #3
Return Target (Ann)
5-10%
10-15%
15-20%+
Risk Target (SD)
Sub 5%
Correlation (R2) to S&P 500
<0.3
0.5
Drawdown Tolerance
Low
Med
High
Position Correlation
Portfolio Diversification
Shearer & Gray INVESTOR PRESENTATION

9. Mutual Banks S&G – 2016 Investment Themes
Participate in available stock offerings for mutual banks and credit unions which have converted to a mutual bank structure. Offerings will include both standard stock offerings and second-step offerings. Hold positions in a basket of recently converted banks that continue to trade at a discount to publically traded peers. Actively manage the composition of the mutual bank portfolio to take advantage of potential stock buybacks one year post-conversion as well as the potential for post-converted banks to be acquired three years after their stock offering.
Shearer & Gray INVESTOR PRESENTATION

10. Background of Principals
CHARLES E. SHEARER, CFA
MICHAEL K. GRAY
Principal Shearer & Gray Investment Management LLC (2009 –Present)
Portfolio Manager
Portfolio Risk Control and Strategic Development
Alternative Investments and Private Equity
Head Portfolio Manager Society Hill Capital Management
(2000 – 2008)
Market Neutral Investment Strategies
Portfolio Risk Management
Multi-strategy effort including distressed, credit, risk arbitrage, equity long – short, international and volatility arbitrage
Equity Sales & Trading Rinaco Plus
( )
Emerging market equity sales & trading Moscow, Russia
Equity Option Specialist Susquehanna Investment Group
( )
Equity option specialist Chicago Board Options Exchange
Salomon Brother Intern
(1993)
Education
MBA, 1993, University of Texas in Austin
BS, Economics, 1988, The Wharton School of the University of Pennsylvania
Principal Shearer & Gray Investment Management LLC
(2009 –Present)
Portfolio Manager
Financial service sector investing
Mutual bank conversions
Trading and execution
Head Portfolio Manager Society Hill Capital Management
(2000 – 2008)
Mutual bank conversion investing
Co-Head derivatives and risk control
Philadelphia Mortgage Company
( )
Risk Manager
GSE Mortgage Sales
Education
MBA, St. Joseph’s University
(1996)
BS/BA, Accounting, Bucknell University
(1992)
*CFA is a registered trademark and property of CFA Institute
Shearer & Gray INVESTOR PRESENTATION

11. Overview of Managed Account Terms
Structure
Individual Managed Accounts
Custodians
Pershing
Interactive Brokers
Termination
Terminable at will
Fees
3% assets under management
Due quarterly
Performance Fees
20% of Profits on Special Situations
Due Annually
Shearer & Gray INVESTOR PRESENTATION

12. Contact Info
Shearer & Gray Investment Management, LLC. 700 S Henderson Rd. , Suite 300C King of Prussia, PA Charles Shearer: (484) (610) (Cell) Michael Gray: (484) (484) (Cell)
Shearer & Gray INVESTOR PRESENTATION