Although the SEC under Chair Clayton has prioritized protecting retail investors, the agency remains keenly focused on conflicts of interest of every sort, even when the alleged victims are sophisticated investors. In the most recent example of that continuing focus, the SEC issued a settlement order against a private equity manager alleging that the manager failed to disclose to its private equity fund clients that it would receive compensation from a third-party service provider based upon the volume of services that the third party provided to the portfolio companies owned by the manager’s private equity funds. Among other concessions, the manager has agreed to pay a significant amount in disgorgement, interest and penalties. This article details the circumstances leading up to the settlement and the terms of the order. For coverage of other SEC enforcement actions involving improper fee and expense arrangements, see “Full Disclosure of Portfolio Company Fee and Payment Arrangements May Reduce Risk of Conflicts and Enforcement Action” (Nov. 12, 2015); “Blackstone Settles SEC Charges Over Undisclosed Fee Practices” (Oct. 22, 2015); and “SEC Enforcement Action Involving ‘Broken Deal’ Expenses Emphasizes the Importance of Proper Allocation and Disclosure” (Jul. 9, 2015).