HS MANAGEMENT PARTNERS, LLC

HS Management Partners, LLC 640 Fifth Avenue, 18th Floor New York, N.Y. 10019 (212) 888-0060 www.hsmanage.com July 30, 2025 This Brochure (Form ADV Part 2A) provides information about the qualifications and business practices of HS Management Partners, LLC (referred to in this document as “HSMP”). If you have any questions about the contents of this Brochure, please contact Douglas Kamin, Chief Compliance Officer of HSMP, at (212) 888-0060. The information in this Brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. HSMP is an investment adviser registered with the SEC. Registration of an investment adviser does not imply any certain level of skill or training. Additional information about HSMP also is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by our full name or by a unique identifying number, known as a CRD number. The CRD number for HSMP is 145480.  HS Management Partners, LLC Item 2 — Material Changes HS Management Partners, LLC’s last annual update to the Brochure was dated January 30, 2025. This current Brochure dated July 30, 2025, reflects changes that we do not believe to be material but are listed for transparency purposes. Updates to the Brochure include clarification of minority ownership interests, updates to cash management and other language. Page 2 of 17  HS Management Partners, LLC Item 3 — Table of Contents Cover Page Item 2. Material Changes .................................................................................................................................................... 02 Item 3. Table of Contents .................................................................................................................................................... 03 Item 4. Advisory Business .................................................................................................................................................... 04 Item 5. Fees and Compensation .......................................................................................................................................... 06 Item 6. Performance-Based Fees and Side-By-Side Management ...................................................................................... 07 Item 7. Types of Clients ....................................................................................................................................................... 08 Item 8. Methods of Analysis, Investment Strategy and Risk of Loss ................................................................................... 08 Item 9. Disciplinary Information .......................................................................................................................................... 11 Item 10. Other Financial Industry Activities and Affiliations ............................................................................................... 11 Item 11. Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading ........................................ 11 Item 12. Brokerage Practices ............................................................................................................................................... 12 Item 13. Review of Accounts ............................................................................................................................................... 15 Item 14. Client Referrals and Other Compensation ............................................................................................................ 15 Item 15. Custody .................................................................................................................................................................. 15 Item 16. Investment Discretion ........................................................................................................................................... 16 Item 17. Voting Client Securities ......................................................................................................................................... 16 Item 18. Financial Information ............................................................................................................................................ 17 Page 3 of 17  HS Management Partners, LLC Item 4 — Advisory Business When we use “HSMP” or “Firm” or “we” or “us” or “our” in this Brochure, we are referring to HS Management Partners, LLC. Since 2007, our Firm, established by Harry Segalas, Founder & Chief Investment Officer, has been dedicated to a singular investment philosophy: building a concentrated portfolio of high-conviction companies. This dedication stems from our commitment to original, thoughtful research and rigorous focus on valuation. HSMP is independently owned. Mr. Segalas is our principal owner and over time has broadened ownership to enable certain Firm employees with minority ownership interests. The Firm is not affiliated with any other entity and does not have any parent or subsidiary. HSMP is structured as a limited liability company governed under Delaware law and is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) (SEC registration does not imply any certain level of skill or training). We provide investment advice with respect to the strategy named HSMP Concentrated Quality Growth Equity. This long-only investment strategy invests in equity securities of publicly traded, domestic and foreign companies, in the form of domestic common stocks, foreign ordinary shares, and ADRs. We apply a focused, bottom-up, fundamentals- first approach to portfolio management. Core to our approach is an emphasis on (1) the quality of the business and its fundamental basis, (2) the business’s underlying earnings/cash flow growth potential, and (3) the stock valuation. We believe that active management adds value, and we take an incremental approach to trading our discretionary client accounts. Provided our three investment principles are satisfied, we do not set limits by industry or sector weightings and our portfolio can be significantly concentrated by sector and/or industry. Our process is benchmark agnostic, not index influenced, and we do not seek to mimic any market index. We provide advisory services primarily on a discretionary basis. Discretionary authorization allows us to determine the specific securities and amount of the securities to be purchased or sold on the client’s behalf without obtaining the client’s approval. We also have discretion over the broker dealer to be used for transactions and discretion over the commission rates to be paid. Our clients include high net worth individuals (including family offices), charitable organizations (including endowments and foundations), Registered Investment Companies (“RICs”), ERISA plans, and unrelated/third-party funds. Our investment approach is to build a concentrated portfolio of generally 20 to 25 companies that we believe possess the characteristics we value: a high-quality business with a sound fundamental basis; a positive, albeit reasonably attainable, long-term, future earnings/cash flow growth potential; and an attractive stock valuation. Absent client restrictions, we generally implement our investment strategy in client accounts through our standard investment portfolio guidelines. Client portfolios are invested primarily in domestic U.S. companies, many of which generate revenues from global sources. We also consider non-U.S. companies; however, foreign holdings generally represent less than 10% of the total portfolio value. Portfolio positions by company are normally capped at 8% of the total portfolio value without limit by industry or sector weightings, and client accounts commonly have over 50% exposure to the consumer discretionary, consumer staples and/or technology sectors. We seek to be fully invested, and cash is typically limited to 5% of the total portfolio value. Client accounts regularly have a less than 1% residual cash position after a trading day. Clients determine and direct the cash sweep options for their own accounts. On a case-by-case basis, at the client’s request, HSMP may manage cash-like instruments, money market securities and U.S. treasuries, at our sole discretion. Investment considerations drive portfolio actions with the goal of minimizing dispersion across accounts over time. We Page 4 of 17  HS Management Partners, LLC manage non-taxable and taxable accounts and seek to invest our clients in the same names and in the same or similar percentage weights, however there can be minor dispersion between these account types. For taxable accounts we are tax-aware, making distinctions in our management of taxable accounts with tax considerations kept in mind as we attempt to have more long-term gains than short-term gains and harvest losses when sensible. The holdings and performance of an account can deviate from our composite or from other client accounts. Our annual portfolio turnover rate (comprised of new names and incremental changes to existing positions) differs for taxable versus non-taxable accounts, however, overall, the turnover rate has generally ranged between 60% to 90%. HSMP considers, at our sole discretion, client requests for reasonable restrictions and investment guidelines on the management of their accounts. In cases where accepted client restrictions apply, Client accounts in question may or may not qualify for HSMP Composite inclusion and restrictions on client accounts may impact the performance of their account compared to the HSMP Composite. We advise clients as to the portion of their assets for which we have been given discretionary management. HSMP does not provide financial planning services. Our clients, and as applicable, their consultants and other advisors, determine that the HSMP strategy is appropriate for their circumstances. We do not take into consideration clients’ assets or investments beyond those assigned to our management. Further, we do not advise clients on their overall financial plan and do not provide tax advice. Clients, and their consultants or investment advisers, as applicable, should ultimately determine whether our investment approach is appropriate for a client’s overall asset allocation, tax strategy, and financial outlook upon evaluating our strategy and its implementation, and the associated investment risks. HSMP may also provide the strategy model portfolio to third party wealth management platforms at a negotiated fee. ERISA Recommendations When we provide investment advice to clients regarding their retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with client interests, so we operate under a special rule that requires us to act in the client’s best interest and not put our interest ahead of clients. Under this special rule’s provisions, we must: • Meet a professional standard of care when making investment recommendations (give prudent advice); Never put our financial interests ahead of clients when making recommendations (give loyal advice); • Avoid misleading statements about conflicts of interest, fees, and investments; • Follow policies and procedures designed to ensure that we give advice that is in a clients best interest; • Charge no more than is reasonable for our services; and • Give clients basic information about conflicts of interest. • We benefit financially from the accounts that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. HSMP does not participate in, or offer, wrap fee programs. Assets As of December 31, 2024, HSMP managed discretionary client’s assets in 140 accounts. As of December 31, 2024, we did not manage non-discretionary assets. Assets under Management—Discretionary $ 1,547,896,594 Page 5 of 17  HS Management Partners, LLC While clients should notify us in advance, clients may deposit or withdraw assets from their accounts directly with their custodian at any time. Unless otherwise agreed, such requests should be provided in writing, for which we will respond in writing to acknowledge receipt. Considering client accounts tend to be fully invested with very low cash balances, clients should be mindful that unexpected withdrawals can bring unintended consequences such as an account overdraft. Unless we agree otherwise, when a client directs the account custodian to remove assets from the account without advanced notice to us, the client is bound by account transactions that were completed on or prior to our acknowledgment of receipt of the client’s written notice. Cash raised from the client’s request becomes unsupervised assets in the account and should be withdrawn by the client as soon as practical. Item 5 — Fees and Compensation We charge our clients an investment advisory fee based on an account’s assets under management. We do not charge performance-based advisory fees. Fees are billed and payable at the end of each quarter in arrears based on the market value of the assets managed by us on the last business day of the previous quarter, unless otherwise agreed with a client. We prorate our fees when account asset flows occur during the billing period. Accounts opened during the billing period are charged a prorated fee to reflect the number of days that the account was under our management. For terminated accounts, the fee for the final billing period is prorated through the effective date of termination. We use a third-party valuation agent to provide us with market values which may differ from the custodian’s valuation. At our sole discretion, we consider accommodating clients who prefer a different method of calculating their account value. Clients should review their custodial statements against the information that we provide to them. Discretionary client accounts may have unsupervised assets in certain cases. Unsupervised assets are those for which we do not provide advisory services. We do not charge an advisory fee on unsupervised assets, nor include them in account performance reporting. Investment Advisory Fees The following is our annualized fee schedule. We negotiate reduced fees at our discretion (for example an account with a larger initial investment). We also aggregate related accounts to lower our advisory fee when applicable. $10 Million or Above Account Size Account’s Assets Under Management (AUM) First $25 million Next $25 million Additional amounts over $50 million Annual Percentage 0.90% 0.70% 0.50% Accounts Less Than $10 Million Account’s Assets Under Management (AUM) AUM over $1 million AUM under $1 million Annual Percentage/Fee 1.00% $10,000 annual fee There is no minimum account size, and we reserve the right to accept or reject an account for any reason. The fees that Page 6 of 17  HS Management Partners, LLC we charge are specified in the agreement between us and each client. Under specific circumstances, we have agreed in very few instances to a so-called “most favored nation” arrangement (this generally triggers a lower fee based on meeting certain conditions). For those accounts where HSMP manages cash, cash-like instruments, money market securities and U.S. treasuries the fees on said securities are at a negotiated rate. We do not charge advisory fees for the accounts of our employees, their spouses, and children. While we believe our standard fees are reasonable, similar advisory services provided by us may be available from other investment advisors for lower fees. Charging different fee rates gives us the incentive to favor clients that pay us more in fees; we mitigate this conflict through our aggregated trading and allocation practices (please refer to Item 12 Brokerage Practices for additional information regarding our trading practices). Clients can elect to either receive our fee invoice for payment upon receipt or authorize us to directly instruct their custodian to pay our fees (direct debit). When a client authorizes direct debit, we send the client’s custodian an instruction to pay our fees. If direct debit is not authorized by a client, we send the client, or a third party designated by the client, a fee invoice generally due within twenty calendar days upon receipt. Fees and Expenses in Addition to our Investment Advisory Fees In addition to our investment advisory fees, clients incur other fees and costs including brokerage commissions, custodial and transaction fees, and other related expenses. With the exception of brokerage commissions, other related fees depend completely on the client’s separate arrangements with third parties, and clients should direct inquiries related to these costs to the corresponding party. Our advisory fees are exclusive of any fees, costs and expenses charged by broker-dealers, custodians, consultants, money market mutual funds, and other third parties — all of which reduce the client’s return on their investments. Examples of account costs connected to our trading practices are trade commissions paid to broker-dealers and conversion/exchange fees paid to broker-dealers and/or involved third parties to convert ADRs to ordinary shares or vice versa. Examples of custodial account costs include custodial fees, trade-away fees that some custodians charge clients when we trade with broker-dealers unaffiliated with the custodian, money market fees, and fees that other third parties charge. Some clients utilize certain securities for cash management purposes, which come with added fees and expenses. Money market funds typically charge an asset management fee and expenses that are separate and in addition to the fees charged by HSMP. HSMP does not benefit from these fees. Except for the soft dollar benefits we receive from trading, we do not derive financial benefits from such other fees, costs, and expenses (please refer to Item 12 Brokerage Practices for additional information regarding our trading practices, including soft dollar benefits). Item 6 — Performance-Based Fees and Side-By-Side Management HSMP does not charge performance-based fees (fees based on a share of capital appreciation of the assets in client accounts). Page 7 of 17  HS Management Partners, LLC Item 7 — Types of Clients We manage advisory accounts for non-taxable and taxable accounts on a discretionary basis primarily for high-net- worth individuals (including family offices), charitable organizations (including endowments and foundations) and ERISA plans. We also manage discretionary advisory accounts for unrelated/third-party pooled investment vehicles (including those formed by families to manage their wealth, private funds, and offshore funds) and act as a sub-adviser to a registered investment company. HSMP reserves the right to accept or reject accounts of any size or type. We do not have specific requirements for opening or maintaining an account for our management, and consider factors such as account size and type, and client restrictions on a case-by-case basis. Item 8 — Methods of Analysis, Investment Strategy, and Risk of Loss Methods of Analysis and Investment Strategy HSMP manages the investment strategy named HSMP Concentrated Quality Growth Equity. HSMP applies a focused, bottom-up, fundamentals-first approach to quality growth equity portfolio management. Our investment process prioritizes business quality, fundamental earnings/cash flow growth, and security valuation. By selecting companies with these characteristics, we aim for meaningful gains and attractive risk-adjusted returns across market cycles. Our investment process is benchmark agnostic and not index influenced — we do not try to mimic or follow any market benchmark or index. We seek to identify companies that we believe have strong business models, wide and defensible competitive moats, visible future growth opportunities, substantial free cash flow generation and that are led by skilled managements with qualified boards, at reasonable valuations. Our investment process largely ignores categorizations separating growth from value; instead, we believe both are important considerations in the stock selection process. Provided our investment process quality criteria are satisfied, and valuation is attractive, we take a multi-dimensional approach to portfolio construction: across the growth continuum (from more established, to variable, to more rapid growth businesses), up and down the market capitalization scale. We aim to build a concentrated portfolio of generally 20 to 25 companies. The investment process typically yields companies that operate in a select number of industries. We are mindful of concentration risk, however, there are no set limits by industry or sector weightings. Client portfolios are invested primarily in domestic U.S. companies, many of which generate revenues from global sources. We also consider non-U.S. companies; however, foreign holdings generally represent less than 10% of the total portfolio value. Cash is not a major component of our investment strategy, and we aim to keep our clients’ capital nearly fully invested. Suitable investment candidates for us typically include companies that we believe possess strong management teams, attractive business models, enduring competitive advantages, broad geographic platforms, the ability to remain relevant and adapt to meet customer needs in different market conditions, financial health, high free cash flow characteristics, and/or strong, albeit reasonably attainable, earnings and cash flow prospects. In addition to established, leading companies that we have known for many years, we seek to identify “up and coming” candidates that we think meet our quality criteria and have an attractive valuation. Examples include businesses that in our opinion have substantial assets and promising new leadership, companies that we believe have been freed of legacy issues, franchises moving from niche markets to mainstream, and/or companies with exciting new products and/or services or with offerings that we deem capable of maintaining their relevance to customers over time. We analyze company business models and evaluate their long-term potential by accessing Wall Street research (such as reports and publications regarding companies, industries, markets, and the economy, and other sell-side analyst research), industry contacts, company Page 8 of 17  HS Management Partners, LLC management, and publicly available information (such as company earnings calls, press releases and SEC filings), among other research. The process can also encompass participating in industry conferences and events or calls organized by broker-dealers including participation of experts in certain fields or industries, company management, government representatives, and other invitees. Research can be received in the form of written reports, periodicals, investment seminars, software, and meeting calls or discussions, among other events. We do not use expert networks. An idea with attractive investment potential can be placed on our Focus List, which consists of a limited number of companies (generally 50 companies), including companies in which we invest and companies that we are considering for investment. Our Focus List helps us track and compare existing and potential investment candidates based on certain metrics considered by our investment team, and it is from this list that we select the companies that can be included in client portfolios. If we believe that a company’s fundamentals appear strong and supported by our qualitative and quantitative analysis, and if we find the valuation of its shares attractive, we can decide to initiate a position in the stock. Three primary considerations influence our decision to fully or partially sell a stock position: if there is a loss of confidence in a company’s business model or its ability to realize the anticipated growth and earnings/cash flows; if a stock looks richly priced based on our valuation tools and growth assumptions; or if a better alternative investment opportunity is identified. A change in company fundamentals that we deem detrimental typically results in a liquidation of the shares, whereas sales prompted by valuation considerations and/or a better investment opportunity can be incremental in nature. We believe that active management adds value. The investment team works in a cohesive and collaborative manner, and Harry Segalas, as our Chief Investment Officer (“CIO”) and sole Portfolio Manager, makes all final portfolio decisions. Risk of Loss Investing in equity securities involves significant risks that clients should be prepared to bear, including the risk of loss of the original amount invested. The following are material risks, not all risks applicable to our investment strategy and advisory business, listed alphabetically. We urge clients and prospective clients to carefully evaluate these risks. • Catastrophic Events, Civil Disturbances, Health Crises, Wars, Natural Disasters, Terrorist Attacks, Environmental Calamities, and Acts of God Risk. All these events can significantly disrupt not only the economy and market conditions, but also exchanges, trading, our vendors’ services, the performance of the companies in which we invest and their competitors, and our ability to carry out our investment advisory business, as well as making our employees, vendors and market participants more susceptible to cyberattacks. • Concentration Risk. Our investment strategy involves a concentrated portfolio tending to be overweight in certain market sectors. While a concentrated portfolio has the potential for outsized gains, it also carries the risk of underperforming the greater market. • Consumer Discretionary, Consumer Staples and Technology Sectors Risk. Our client portfolios are concentrated in these sectors. The consumer discretionary sector is cyclical in nature, making it highly sensitive to changes in consumer sentiment, interest rates, and overall economic health of the economy. During a recession, consumer discretionary stocks can experience declines in value. The consumer staples sector faces intense competition. Other risks include changing consumer trends and supply chain disruptions which may negatively impact the performance of the sector. The technology sector faces risks, including cyber-attacks, data breaches, and emerging technologies. These risks can disrupt a business and impact its operations. Page 9 of 17  HS Management Partners, LLC • Cybersecurity and Other Technology Risk. We use technology to operate the management of the Firm and client portfolios. Client and Firm sensitive, confidential data on our network or on the networks of third parties with whom we have shared data are vulnerable to inadvertent disclosure and nefarious cyberattacks aiming to expose or exploit the data. Furthermore, essential operational tasks can be subjected not only to cyberattacks, but also to other events such as power failures, and internet unavailability. All of this can result in an inability to access our systems and/or result in financial losses and reputational damage, as well as legal and regulatory ramifications and other unwanted consequences to our clients. While we have taken what we believe to be reasonable precautions to maintain our ability to conduct our business, and to protect the functionality of our networks and the confidentiality of our client and Firm data, in the presence of such disruptive events, no measures can eliminate cybersecurity or technology risks. It should be noted that not only our Firm and our vendors can be subject to a disruptive event, in fact, the companies in which we invest our discretionary accounts are also susceptible to cybersecurity risks, which can negatively impact their business operations and stock value in the event of a cybersecurity related incident. • Equity Securities Risk. Investing in equities involves market risk as the stock price can fluctuate significantly depending on various factors like economic conditions, company performance, and investor sentiment, potentially leading to significant losses for investors if the market declines. Other risks may include volatility risk, liquidity risk, credit risk, and concentration risk. Equity holders’ rights over the company’s assets come after the rights of debt holders and preferred stockholders have been satisfied in the event of bankruptcy or liquidation. • Foreign Security Risk. Investing in foreign companies exposes clients to political, social, economic, legal and currency factors or other issues relevant to the corresponding foreign countries or regions. Foreign companies are not subject to the same accounting, auditing and financial reporting standard or public disclosure requirements as U.S. companies and foreign securities are subject to foreign currency exchange rate fluctuations. • General Economic and Market Conditions Risk. The success of our Firm and the companies in which we invest will be affected by general economic and market conditions, such as inflation, interest rate fluctuations, a recession, the availability of credit, economic uncertainty, changes in laws, supply chain issues, labor shortages, trade barriers, currency exchange controls, energy and commodity prices, national and international political circumstances (including government intervention in financial markets). These factors can affect the level and volatility of securities prices and the liquidity of our investments, all of which can negatively impact account performance and result in losses. • Inflation, Recession, Currency, and Interest Rate Risks. Security prices and portfolio returns will likely vary in response to changes in inflation and interest rates, and more so in the event of a recession of the U.S. economy. Inflation causes the value of future dollars to be worth less and generally leads to higher interest rates, which negatively impact securities markets. The liquidity and trading value of currencies can be affected by global economic factors, such as inflation, interest rates, recessions, and trade balances among countries, as well as pandemics, environmental disasters, wars, and other events including the actions of sovereign governments and central banks. • Legal, Tax, and Regulatory Risk. We are a registered investment adviser regulated by the SEC. As a regulated entity, changes in laws or regulations can impact our ability to operate our business. In addition, legal, tax and regulatory developments can adversely affect the companies in which we invest or the regulatory or tax treatment of client gains. Low Cash Balances Risk. Our investment strategy generally involves maintaining very low levels of cash • Page 10 of 17  HS Management Partners, LLC (including cash equivalents selected by the client or the client’s custodian) in client accounts, meaning client accounts are typically nearly fully invested. Therefore, client portfolios will likely be more impacted by market fluctuations than portfolios that are less invested and keep more cash available. In addition, client withdrawals of cash from an account will most likely require the sale of securities which can be at a time when prices are not favorable. • Reliance on Key Personnel Risk. Our CIO and sole Portfolio Manager is considered a key person with respect to our investment strategy. Although other experienced personnel can make investment decisions, the unforeseen absence of our CIO can impair our ability to successfully implement our investment strategy. Item 9 — Disciplinary Information HSMP and our management persons have not been involved in any legal or disciplinary action that would require disclosure under this Item 9. Item 10 — Other Financial Industry Activities and Affiliations Neither HSMP nor any of its management persons is registered or has an application pending to register as a broker- dealer, registered representative of a broker-dealer, futures commission merchant, commodity pool operator, commodity trading advisor, or an associated person of these entities. HSMP has no affiliated entities, and our management persons are not affiliated with any financial institution, including banks and broker-dealers. We do not recommend or select other investment advisers for our clients. Item 11 — Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading Code of Ethics and Personal Trading We strive to comply with applicable laws and regulations governing our practices. HSMP has adopted a Code of Ethics (“Code of Ethics”), pursuant to Rule 204A-1 under the Advisers Act and provides a copy to any client or prospective client upon request. Our Code of Ethics includes guidelines for professional standards of conduct for persons associated with the Firm. Our goal is to protect the client’s interests and to demonstrate our commitment to our fiduciary duties of honesty, good faith, and fair dealing with clients. All persons associated with the Firm are expected to adhere strictly to these guidelines. Persons associated with the Firm are also required to report any violations of our Code of Ethics. Additionally, we maintain and enforce written policies reasonably designed to prevent the misuse or dissemination of material, nonpublic information about clients or their account holdings by persons associated with the Firm. Clients or prospective clients may obtain a copy of our Code of Ethics by contacting us at the telephone number on the cover page of this brochure. Participation or Interest in Client Transactions Neither the Firm nor any persons associated with the Firm has any material financial interest in client transactions beyond the provision of investment advisory services as disclosed in this brochure. Page 11 of 17  HS Management Partners, LLC Personal Trading Practices HSMP or persons associated with the Firm may buy or sell the same securities that we recommend to clients or securities in which clients are already invested. A conflict of interest exists in such cases, because we have the ability to trade ahead of clients and potentially receive more favorable prices than clients will receive. To mitigate this conflict of interest, it is our policy that neither the Firm nor persons associated with the Firm shall have priority over client accounts in the purchase or sale of securities. Employees are not permitted to purchase, in their personal accounts not managed by HSMP, securities that appear on our Focus List. Item 12 — Brokerage Practices Principal and Agency Cross Transactions HSMP does not engage in principal or agency cross transactions. Best Execution HSMP’s discretionary investment authority includes selecting executing broker-dealers and negotiating commission rates for transactions in client accounts; however, clients are responsible for selecting a custodian to custody their assets. Our Best Execution Committee (“Committee”) approves, reviews, and removes broker-dealers from our Approved Broker-Dealer List (“List”) (the list of broker-dealers that the Committee has approved for trading), ranks the broker- dealers on the List and establishes and adjusts our annual commission brokerage budget, and generally assesses the overall quality of execution our clients receive. The Committee meets quarterly and more often as needed. When evaluating broker-dealers for inclusion in or removal from the List, and when ranking them and establishing or adjusting our annual commission brokerage budget, the Committee considers various factors of the full range and quality of a broker's services in placing trades including the value of research provided as well as execution capability, commission rate, financial responsibility and responsiveness to HSMP. Not all factors are contemplated to the same degree or have the same influence. The Committee gives soft dollar research, or brokerage products or services the highest weight if it believes that all other factors are competitive and that the amount of client commission paid is reasonable in light of the value of the soft dollar products or services provided. Furthermore, when placing trade orders, our trader is guided by our commission brokerage budget and considers other relevant factors, such as our trading procedures, the order size, the security type, and market conditions. Soft Dollars In return for the trade commissions that our clients pay, broker-dealers typically provide us research products and services and brokerage products and services, both proprietary and third-party, that we consider valuable in our investment decision-making or trade execution responsibilities. This type of arrangement is referred to as soft dollars because we use client commissions instead of the Firm’s own money to pay for research and services. HSMP benefits from client commissions because it does not have to produce or pay for the research and brokerage products or services that it obtains with soft dollars. This creates a conflict of interest. Clients pay per-share commission rates higher when we use soft dollars than those trades for which we do not use soft dollars. Broker-dealers from whom we obtain research or brokerage products or services typically set a target commission dollar Page 12 of 17  HS Management Partners, LLC amount, to be reached by our trading volume in order for us to receive soft dollar benefits. The target dollar amount set by broker-dealers along with our anticipated trading activity is the primary basis used to determine if, in our judgment, the corresponding commission rate is reasonable considering the value of the soft dollar products or services provided. Brokerage commissions include soft dollar arrangements for which third-party research or brokerage products or services are paid. The products and services that we receive with soft dollars are eligible under the safe harbor provisions of Section 28(e) of the Securities Exchange Act of 1934. Examples of the soft dollar research we receive include: eligible reports and publications regarding companies, industries, markets, and the economy; analysis and forecasts; research-oriented computer software; attendance at seminars, conferences, and events or calls organized by broker-dealers with whom we trade and including participation of experts in certain fields or industries, company management, government representatives, and other invitees; and discussions with sell-side research analysts and company management — research can be received in the form of written reports, periodicals, investment seminars, software, and meetings, calls or discussions, among other events (we do not use expert networks). Examples of the soft dollar brokerage we can receive include trade execution software that assists us in effecting securities transactions and performing functions incidental to trade execution. If a product or service is for mixed-use (meaning some components are used for soft dollar eligible products and services, but some components are used for other non-eligible purposes), we face a conflict of interest to the extent we have an economic incentive to use the product or service for non-eligible purposes even though it is paid for with soft dollars. In the event of a mixed-use product or service, we make a good faith, reasonable allocation according to its use, considering which portion of the product or service is eligible to be paid with soft dollars under the 28(e) safe harbor and which portion must be paid with the Firm’s own resources (hard dollars). We apply the benefits of the soft dollar products and services we receive to the formulation and implementation of our investment strategy. We believe that our use of soft dollars generally and over time benefits all clients overall without regard for the amount of commissions attributable to a single client account. Some clients do not contribute to soft dollar payments although they benefit from the soft dollar benefits we obtain with other clients’ trading. We do not obtain soft dollar research or brokerage products or services from client commission recapture arrangements, or trades we place in client accounts subject to directed brokerage—which includes client accounts and the accounts of our employees and their family members that custody their accounts at Charles Schwab & Co. (“Schwab”). We do not seek to allocate soft dollar benefits to client accounts proportionately to the soft dollar credits that each account generates. These arrangements create a conflict of interest as we have an incentive to trade accounts subject to soft dollars more frequently to help pay for the services and products under the soft dollar arrangements. Additionally, we have an incentive to select broker-dealers based on the soft dollar benefits they provide to us, rather than selecting those broker- dealers who provide lower cost execution to our clients. To alleviate these conflicts of interest, we only accept soft dollar benefits in accordance with the Section 28(e) safe harbor and make a good faith determination that the commissions paid by clients are reasonable in relation to the value of the soft dollar products and services we receive. Before placing a broker-dealer on our Approved Broker-Dealer List and establishing or adjusting our annual commission brokerage budget, we determine whether the compensation paid, or to be paid, is reasonable in relation to the value of the soft dollar products and services provided to us directly or through a third-party provider. We also have access to research reports provided by Schwab by virtue of having clients, including our employees, and their families, who custody their accounts we manage at Schwab and not based on soft dollar commissions. Trading, Aggregation, and Allocation of Client Orders The implementation of our investment strategy for our clients depends on several factors, including account type, size and restrictions, timing and market conditions at an account’s inception and subsequent contributions and withdrawals, Page 13 of 17  HS Management Partners, LLC timing and terms of trade execution orders, and a client’s directed brokerage and commission recapture instructions. Taking into consideration the account tax status (as provided) and client restrictions, we seek to invest our clients in the same names and in the same or similar percentage weights, with the goal of minimizing dispersion across accounts over time. However, we make tax-aware considerations in trading taxable accounts as we attempt to have more long-term gains than short-term gains and harvest losses when sensible. Our CIO is the portfolio manager and makes final investment decisions for our discretionary trade orders and investment strategy. Our trade order instructions specify the client or trading group to be traded and typically indicates the target percentage for the allocation. We use trading groups to facilitate trading including non-taxable, taxable, and restricted (based on some client restrictions). Not all trading groups trade with the same frequency. Actual participation in an order depends on several factors, even within the same trading group, such as client restrictions, directed brokerage/commission recapture, existing percentage weighting for the traded security and cash available in each account, as well as our imposed per-order share minimums (typically ranging anywhere from 5 to 100 shares) and our share rounding convention, depending on the stock price. Small accounts generally do not participate in trade orders to the same extent as large accounts given the factors just mentioned, particularly their size and available cash, and that they generally do not meet our per-order share minimums. Our trade order placement is guided by our commission brokerage budget and at our trader’s discretion who considers relevant factors, such as our trading procedures, orders previously placed during the trading day, order size, security type, and market conditions. We believe that this practice generally helps us facilitate client allocation and average pricing at the end of the trading day and lessens the possibility of errors in settlements with custodians. We generally combine orders from multiple client accounts and/or trading groups, and aggregate trades. Our trader has discretion to determine the sequencing of trade orders, keeping in mind that clients should be treated equitably and fairly, to ensure that no client account is disadvantaged over time. Directed brokerage or commission recapture orders typically do not get aggregated with other trades and are entered with the applicable broker-dealer after the aggregated trade(s). To prevent favoring one directed brokerage or commission recapture client over another, we use a randomly generated weekly rotation to determine the trade order among broker-dealers for the client directed brokerage and the client commission recapture accounts. We allocate shares among the aggregated accounts on a pro-rata basis. Each account shares the same average price and transaction costs. Although most of our orders are allocated on a pro-rata basis, there are instances when pro-rata allocation is not feasible. For partially filled orders, we adjust the target percentage weight of the order. If residual shares remain, we generally increase the allocation for those participating accounts whose percentage weight (using the new adjusted target percentage) will not be significantly impacted. Directed Brokerage/Commission Recapture In some instances, discretionary clients can restrict our ability to select broker-dealers by directing us to execute trade orders at the broker-dealers that the clients select (this is called directed brokerage, and when done for purposes of rebating commissions, it is known as commission recapture). We agree to commission recapture on a case-by-case basis considering several factors, such as the account size, whether the client’s chosen broker-dealer is part of our Approved Broker-Dealer List, whether we believe that it is operationally feasible, and whether we determine that it will not hamper the implementation of our investment strategy. We allow directed brokerage to apply to all orders for accounts that are custodied at Schwab (see below). Directed brokerage and commission recapture instructions must be in writing and we reserve the right to accept them or reject them at any time and for any reason. Page 14 of 17  HS Management Partners, LLC When clients direct us to use a specific broker-dealer, our ability to seek best execution for these client orders is hindered and can cost these clients more money, particularly when we cannot aggregate their trades with other clients’ orders (See above Trading, Aggregation, and Allocation of Client Orders.). As a result, the directed brokerage or commission recapture clients can receive less favorable execution prices than the aggregated trades. In addition, it is possible that the directed brokerage or commission recapture clients pay a higher commission if the broker-dealer we used for them charges a higher commission than the broker-dealer we used for the aggregated trades. IPOs We do not typically participate in initial public offerings (IPOs). If we were to participate in an IPO, we generally follow our allocation procedures described above, and other relevant regulations. Trade Errors Our trade error policy is to fully restore the client account had the trading error not occurred. Depending on the circumstances, corrective actions include canceling the trade, adjusting an allocation, and/or reimbursing the client. Item 13 — Review of Accounts We review discretionary client accounts continuously and periodically to verify certain aspects of the implementation of our investment strategy. Furthermore, we review account performance versus the Firm’s composite regularly and address significant variations as applicable. We provide discretionary clients with quarterly investment reports summarizing account performance and portfolio holdings. More frequent reports are sent to clients at their request. Clients should carefully review and compare their HSMP client report(s) to their custodian statements. Item 14 — Client Referrals and Other Compensation We do not have any oral or written arrangement to directly or indirectly compensate any person for client referrals. Except for the research and brokerage products and services mentioned in Item 12 (soft dollars) and for the research available from Schwab, we do not receive any direct or indirect compensation from any person, other than clients, for providing advisory services to clients. Item 15 — Custody Clients determine their own qualified custodian (a bank, broker-dealer, or other qualified custodian) for which they enter into a separate agreement over the accounts we manage. When authorized, the client’s custodian directly debits the client’s account(s) for the payment of our advisory fees at our direction. The ability to deduct our advisory fees from client accounts causes HSMP to have limited custody over the client’s assets. We do not otherwise have physical custody of the client’s funds and/or securities. The client receives account statements from their qualified custodian(s) at least quarterly. The account statements from the client’s custodian(s) indicate the amount of our advisory fees deducted from your account(s) each billing period when applicable. Clients should carefully review the account statements they receive from their custodian(s). We urge clients to compare their custodian statements against the statements they receive from us. Page 15 of 17  HS Management Partners, LLC HSMP does not accept disbursement authority to third parties beyond the fee debiting authority noted above. Item 16 — Investment Discretion HSMP provides investment advisory services on a discretionary basis. Discretionary clients execute an investment advisory agreement granting us discretion to manage their accounts in accordance with agreed-upon investment guidelines and client restrictions. For discretionary clients, we make investment decisions and trade the accounts without consulting with clients. Although most of our trade orders are discretionary, we consider some orders to be non-discretionary such as when a client instructs us to fully liquidate the account or in the few cases where we agree to take a client’s instructions to sell a specific tax lot of certain securities for tax purposes. Item 17 — Voting Client Securities Discretionary clients can delegate their proxy voting authority to HSMP in their investment advisory agreement or can choose to retain their voting authority themselves, in which case we do not vote their proxies. Clients can place restrictions on our voting authority or instruct us to vote a proxy in a certain way. Such restrictions or instructions must be clear and reasonable, received in writing, in a timely fashion, and not be unduly burdensome to our operational processes. When delegated authority to vote proxies, we generally vote proxies the same way for each client. Absent client restrictions or instructions, we vote proxies in the best economic interest of our clients. Considering that we invest in companies which we deem to have strong management teams that aim to maximize shareholder value, we generally vote proxies in favor of company management’s recommendations. However, when we determine that it is in our client’s best interest to vote against management, we will do so. When we believe that voting a proxy will limit our ability to sell a stock (i.e. when foreign shares are blocked from selling for a designated period after casting a vote), we do not vote the applicable shares as maintaining our ability to sell a position generally outweighs the benefit of voting. We do not vote shares for which we do not receive complete proxy information, and upon inquiring with the responsible party as applicable, we do not receive the information in a timely manner. When clients participate in stock loan programs, it is possible that we may not be able to vote proxies for loaned shares as we are not a party to the stock loan program and do not recall shares for voting. We typically do not vote foreign shares when we determine that doing so is not operationally feasible including when proxy information is not available in English, authentication by the consul office is required, or a local power of attorney is necessary. We reserve the right not to vote a proxy for securities that are no longer held in client accounts. Clients who do not delegate their proxy voting authority to HSMP receive their proxy materials directly from their custodians or the company’s proxy agent. In the event we inadvertently receive proxy materials for these clients, we forward the materials to the client and we are not responsible for any adverse impact to a client if proxy materials are not received timely. Although we can discuss proxies with clients as a general matter, we do not advise clients about particular solicitations when they have chosen to vote their own proxies. When we determine that there is a material conflict of interest between HSMP and our clients, our Proxy Voting Committee determines the appropriate action, and may seek an independent third-party voting recommendation or disclose the conflict and ask clients for voting direction. Page 16 of 17  HS Management Partners, LLC Clients can request information on how we voted their shares and can request a copy of our proxy voting policy. These requests should be directed in writing to our client service team at our address listed on the cover page of this Brochure. We use a third party’s platform to assist us administratively in the proxy voting process. When deemed reasonable by HSMP, at the direction of the client, HSMP may use third party model proxy voting guidelines. Such instructions must be received in writing and agreed to by HSMP. Votes in accordance with model guidelines are maintained and available upon client request. Class Actions and Other Legal Matters We believe that clients and their legal advisers are best suited to make determinations regarding client participation in class actions, bankruptcies, settlements, and other legal matters, as making such determinations depend on the merits of the legal case and the assessment of clients’ particular circumstances. HSMP does not take responsibility for class actions or legal matters concerning past or current holdings in client accounts. When we receive written notice of a class action or other legal matter relating to stocks in our client portfolios, we seek to forward the notices to clients. Item 18 — Financial Information HSMP does not require prepayment of more than $1,200 in fees per client, six months or more in advance. The Firm has never been the subject of a bankruptcy petition, or any other circumstance that would require disclosure under this item. Page 17 of 17