Anson Funds Management LP

Anson Funds Management LP (“Anson”, the “Adviser”, “we”, “our” or “us”), a Texas limited partnership founded in January 2003, is a private investment advisory firm located in Dallas, TX. We specialize in providing investment advisory services to private pooled investment vehicles for sophisticated, qualified investors, including high net worth individuals, pension plans, funds of funds, family offices, endowments and other institutions.1 The sole manager and principal owner of Anson Management GP LLC, the general partner of Anson, is Tony Moore. TYPES OF ADVISORY SERVICES As at December 31, 2025, we serve as general partner of and/or investment manager to various private investment funds, including Anson Investments Offshore Fund, Ltd., a Cayman Islands exempted company, Anson Investments LP, a Texas limited partnership, Anson Investments Master Fund LP, a Cayman Islands exempted limited partnership, Anson Investments LP, a Texas limited partnership (collectively, the “Anson Investments Funds”), Anson Opportunities Offshore Fund Ltd., a Cayman Islands exempted company, Anson Opportunities Master Fund L.P., a Cayman Islands exempted limited partnership (collectively, the “Anson Opportunities Funds”), Anson East LP, a Texas limited partnership, Anson East Offshore Fund Ltd., a Cayman Islands exempted company, Anson East Master Fund LP, a Cayman Islands exempted limited partnership (collectively, the “Anson East Funds”), Arch Anson Tactical Real Estate Fund, an Ontario limited partnership, Arch Anson Tactical Real Estate NR Fund, an Ontario limited partnership (collectively, the “Arch Funds”), Anson North Star Offshore Fund Ltd., a Cayman Islands exempted company, Anson North Star Tactical Equity Fund LP, a Cayman Islands exempted limited partnership, Anson North Star Trust, an Ontario Trust, and Anson North Star Partners LP, an Ontario limited partnership (collectively, the “Anson North Star Funds,” and, collectively with the Anson Investments Funds, the Anson East Funds, the Anson Opportunities Funds, and the Arch Funds, the “Funds”). We have the discretionary authority to invest and reinvest the assets of our clients in securities and other financial instruments. For more information on the investment strategy of our clients, please see Item 5 - Method of Analysis, Investment Strategy and Risk of Loss. All discussion of the Funds in this Brochure, including but not limited to their investments, the strategies used in managing the Funds, and conflicts of interest faced by the Adviser in connection with the management of the Funds are qualified in their entirety by reference to each Fund’s respective offering documents.

As an SEC-registered investment adviser, the Adviser owes a fiduciary duty to all of its clients. In 2006, the decision by the Court of Appeals for the D.C. Circuit in Goldstein v. SEC, 451 F.3d 873 (D.C. Cir. June 23, 2006), with respect to private funds, clarified that the “client” of an investment adviser to a private fund is the fund itself and not an investor in the fund.

We tailor our advisory services in accordance with each client’s needs and investment strategy as disclosed in each respective offering document. This brochure is not an offer to invest in our Funds. We do not participate in any wrap fee programs. ASSETS UNDER MANAGEMENT As of December 31, 2025, Anson managed approximately $3,046,431,569 of client gross assets on a discretionary basis. We do not manage any client assets on a non-discretionary basis.

We typically receive two types of compensation from our clients – an asset-based management fee and performance-based compensation. Generally, we charge our clients management fees at an annual rate of 2.0% of each client’s net asset value, calculated and payable quarterly in advance. In addition, we or our affiliates receive an annual performance allocation from each of our clients at the end of each year of 20% of each client’s annual net profits, but only to the extent that the client’s net profits exceed any losses carried forward from prior years, based on a “high water mark” formula. We generally do not negotiate our fees. However, we may, in our discretion, alter the terms applicable to certain investors in our clients that result in rights and obligations that differ from those described in this brochure, including with regard to fees and redemption rights. This may be achieved through side letter agreements, rebates, waivers, issuance of separate classes of interests or any other permissible means. PAYMENT OF FEES Our clients pay management fees quarterly, in advance, as of the first business day of each calendar quarter. We deduct management fees directly from the capital account of each investor in our clients on the first business day of each calendar quarter. As further described in Item 10 - Other Financial Industry Activities and Affiliates, Anson Advisors Inc., an Ontario-based corporation and an SEC Exempt Reporting Adviser (“Anson Advisors”), is a co-investment advisor of the Funds and receives a portion of the management fees payable by the Funds (together with the Adviser, the “Co-Investment Advisors”). We generally calculate and receive our performance-based allocations as of the end of each fiscal year directly from the capital account of each investor in our clients. We have waived, and may waive in the future, any management fee or performance-based allocation for our employees and principals who have invested directly or indirectly in our clients. OTHER FEES AND EXPENSES

We generally pay all ordinary office overhead expenses of our firm, which include rent, supplies, secretarial expenses, stationery, charges for furniture and fixtures, and compensation of security analysts and personnel. Our clients generally bear all other expenses, which include, but are not limited to, (i) legal, accounting, auditing and other professional expenses, (ii) investment expenses such as commissions, research expenses, interest on margin accounts and other indebtedness, (iii) the pro rata share of the fees and expenses incurred from investing in other investment vehicles, (iv) custodial fees and (v) other reasonable expenses related to the purchase, sale or transmittal of client assets. Clients generally pay all brokerage fees and transaction costs associated with their investment activities. For more information on brokerage transactions and costs, please see Item 12 - Brokerage Practices. WITHDRAWALS With respect to the Anson Investments Funds, subject to the terms and conditions in the offering documents, each investor that has held its investment for one year generally may make complete or partial withdrawals as of the close of business on the last day of each calendar month. Investors must generally provide notice of any withdrawal in writing at least 30 days prior to the proposed withdrawal date. We will use commercially reasonable efforts to pay at least 90% of any estimated withdrawal request within 30 days of a withdrawal date. We will pay any remaining balance within 30 days following the completion of the Anson Investments Funds’ audit of its financial statements for the applicable fiscal year. The board of directors, in consultation with the Adviser, may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of the Anson Investment Funds are listed or traded. We do not refund prepaid management fees. With respect to the Anson Opportunities Funds, subject to the terms and conditions in the offering documents, each investor that has held its investment for one year generally may make complete or partial withdrawals as of the close of business on the last day of each calendar month. The Adviser may, in its sole discretion, waive these notice requirements. We will use commercially reasonable efforts to pay at least 90% of any estimated redemption proceeds within 10 business days of a redemption date, provided, that the directors may delay the payment if a delay is reasonably necessary to prevent a redemption from having a material adverse impact on the Anson Opportunities Funds. We will pay any remaining balance within 30 days following the completion of the Anson Opportunities Funds’ audit of its financial statements for the applicable fiscal year. The board of directors, in consultation with the Adviser, may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of the Anson Opportunities Funds are listed or traded. We do not refund prepaid management fees. With respect to the Anson East Funds, subject to the terms and conditions in the offering documents, each investor that has held its investment for one year generally may make complete or partial withdrawals as of the close of business on the last day of each calendar month. The Adviser may, in its sole discretion, waive these notice requirements. We will use commercially

reasonable efforts to pay at least 90% of any estimated redemption proceeds within 10 business days of a redemption date, provided, that the directors may delay the payment if a delay is reasonably necessary to prevent a redemption from having a material adverse impact on the Anson East Funds. We will pay any remaining balance within 30 days following the completion of the Anson East Funds’ audit of its financial statements for the applicable fiscal year. The board of directors, in consultation with the Adviser, may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of the Anson East Funds are listed or traded. We do not refund prepaid management fees. With respect to the Arch Funds, subject to the terms and conditions in the offering documents, each investor that has held its investment for one year generally may voluntarily redeem as of the last business day of each calendar month. Investors must generally provide notice of any redemption in writing at least 5 business days’ prior to the redemption date. The Adviser may, in its sole discretion, waive these notice requirements. We will use commercially reasonable efforts to pay at least 90% of any estimated redemption proceeds within 10 business days of a redemption date, provided, that the manager may delay the payment if a delay is reasonably necessary to prevent a redemption from having a material adverse impact on the Arch Funds. The Adviser may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of the Arch Funds are listed or traded. We do not refund prepaid management fees. With respect to the Anson North Star Funds (other than Anson North Star Trust, discussed separately below), subject to the terms and conditions in the offering documents, each investor that has held its investment for one year generally may make complete or partial withdrawals as of the close of business on the last day of each calendar month. The Adviser may, in its sole discretion, waive these notice requirements. We will use commercially reasonable efforts to pay at least 90% of any estimated redemption proceeds within 10 business days of a redemption date, provided, that the directors may delay the payment if a delay is reasonably necessary to prevent a redemption from having a material adverse impact on the Anson North Star Funds. We will pay any remaining balance within 30 days following the completion of the Anson North Star Funds’ audit of its financial statements for the applicable fiscal year. The board of directors, in consultation with the Adviser, may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of the Anson North Star Funds are listed or traded. We do not refund prepaid management fees. With respect to Anson North Star Trust, subject to the terms and conditions in the offering documents, each investor that has held its investment for six months generally may make complete or partial withdrawals as of the close of business on the last day of each calendar month. Redemptions made prior to such six-month period will be subject to a redemption charge equal to 3% of the net asset value of the redeeming investor’s units. We will use commercially reasonable efforts to pay at least 90% of any estimated redemption proceeds within 10 business days of a redemption date, provided, that the directors may delay the payment if a delay is reasonably necessary to prevent a redemption from having a material adverse impact on Anson North Star

Trust. We will pay any remaining balance within 30 days following the completion of Anson North Star Trust’s audit of its financial statements for the applicable fiscal year. The Adviser may also suspend or postpone redemption in certain circumstances where, in our sole discretion, it would be fair and equitable to do so, including but not limited to, the case where normal trading is suspended on any stock exchange on which a material portion of the assets of Anson North Star Trust are listed or traded. We do not refund prepaid management fees. COMPENSATION FOR THE SALE OF SECURITIES OR OTHER INVESTMENT PRODUCTS Neither our firm nor any of our supervised persons receives any compensation for the sale of securities or other investment products.

Anson Investments Funds (referred to in this section as the “Fund”) Investment Objective The objective of the Fund is to preserve investor capital and to achieve consistent annual capital appreciation uncorrelated with broad equity markets. Investment Strategy The Co-Investment Advisors generally seek to achieve the objective of the Fund by maintaining a relatively liquid, well-diversified portfolio. Capital preservation is sought by making infrequent use of leverage and by limiting concentrations at the issuer, sector or factor level within the portfolio. The Co-Investment Advisors seek to generate capital appreciation in the portfolio by investing in the best opportunities available at a point in time within the Fund’s strategic framework, and by seeking asymmetric risk-return profiles in the market. Correlation with broad equity markets is minimized by maintaining low average net exposure over time. The Co-Investment Advisors manage the Fund’s portfolio using three core strategies, which include longs, shorts and special situations. Capital is allocated across the portfolio, with each portfolio manager managing a discrete sub-strategy which falls under one of the Fund’s core strategies. Adjustments to sub-strategy allocations are regularly considered based on opportunities available in the market. The Chief Investment Officer also maintains a central portfolio, which includes an overlay of the best opportunities available in each of the sub-strategies. In addition, positions are taken in the central portfolio when short term, catalyst-oriented special situations opportunities emerge in the markets. These opportunities emerge when market dislocations, market regime changes, or unusual issuer-specific factors occur. The infrequent use of leverage by the Fund typically allows the CoInvestment Advisors to trade opportunistically in these circumstances. Though investments are not limited to the following strategies, the Co-Investment Advisors currently allocate to the following sub-strategies within the Fund. Long Positions Tactical Longs Total market exposure is determined by analyzing five key factors: (i) sovereign credit signals, (ii) corporate credit signals, (iii) economic indicators, (iv) market breadth, and (v) the trend of revenue and earnings revisions. Individual securities are generally selected by screening strong relative strength sectors for high quality companies with strong fundamental attributes, which the Co-Investment Advisors believe indicates favorable supply and demand dynamics. The Co-Investment Advisors will also look to opportunistically capitalize on initial public offerings (“IPOs”), secondaries, and trading dislocations.

Real Estate Investment Trusts (“REITS”) Public market real estate is an asset class that gives prospective investors potential access to high quality real estate with consistent income at attractive pricing. The objective is to deliver positive absolute returns on an annual basis by investing in global real estate securities utilizing the following approach: • • •

specifically targeting poorly managed REIT’s where real estate value is higher than REIT unit trading prices; identifying merger, acquisition and privatization candidate in the REIT sector; investing in higher quality real estate businesses that are poised to outperform the overall REIT sector

At any given time, public REITs may trade at sizeable discounts to net asset values based on the private market values of underlying real estate asset. The Co-Investment Advisors aim to identify discounts to these net asset values that are expected to narrow and thereby could result in positive returns. Activist Longs This strategy is value-oriented and is focused on small and mid-cap companies (approx. $500MM -$10BN market cap range) primarily in North America. The Co-Investment Advisors will construct a concentrated, high-conviction portfolio based on deep fundamental research, and focused on the technology, media, telecommunications, consumer and healthcare sectors. Positions selected will present highly asymmetric situations with an attractive governance setup, enabling responsible activist engagement to drive 100-200+% upside over a 1-to-3-year time horizon. Short Positions Momentum Reversals The Co-Investment Advisors scour the market using various resources, including data filters, screens and third-party experts and research firms, to identify companies with significant shortterm stock price appreciation that the Co-Investment Advisors believe is not justified by a corresponding improvement in underlying businesses prospects. Often these price surges are driven by a news release or stock promotion, even though these companies have flawed business models usually characterized by poor profitability and overall financial weakness. Traits such as low cash resources, negative cash flow from operations and toxic financing are common characteristics of the best trading opportunities under this sub-strategy. In some of these cases, the Co-Investment Advisors will conduct further investigation to determine whether they believe the company may be acting to try and move the stock price up so that insiders may sell their shares or the company may conduct a private placement at inflated prices. If the Co-Investment Advisors believe these dramatic price moves do not match the underlying fundamentals of a company, they expect that the stock price will eventually decrease once the campaign to promote the security is complete.

Fundamental Shorts The Co-Investment Advisors look for securities that are fundamentally overvalued, exacerbated by broken business models, ineffective or unethical management teams, and problematic financial reporting practices. The Co-Investment Advisors also look for early signs of widespread sector deterioration, which allows the Fund to take short positions in a variety of issuers across the sector. Often, these signs will show up early in a few competitors who experience a rapid decline in stock price. The CoInvestment Advisors will seek to exploit a lagging effect across the rest of the sector. Other competitors will have a delayed reaction, even though they are subject to the same risk factors. The Co-Investment Advisors seek to exploit this lagging effect by taking short positions in similarly situated companies expected to suffer the same decrease in stock price. The short selling strategies employed by the Fund often involve extensive due diligence or research related to the identification, assessment, valuation and overall analysis of potential short opportunities. In some instances, the Co-Investment Advisors will engage one or more third-party research firms to assist in the due diligence and research process regarding a particular company. These firms provide the Co-Investment Advisors with due diligence and research on the subject company or its securities and, at times, the Co-Investment Advisors will provide the third-party research firm(s) with due diligence and research. The third-party research firms, at times, publish information regarding the relevant company or securities in the public domain. In addition, at times the Co-Investment Advisors and multiple third-party research firms have and will share due diligence and research with each other in connection with such firms’ publications of information regarding a relevant company or security. Depending on the circumstances, the price of the subject security may change following the dissemination of information by the third-party research firm(s). The third-party research firms are compensated under a contractual arrangement, either at a flat rate or as a percentage of Fund profits related to the subject security. With respect to the short strategies, the Co-Investment Advisors have deep experience and expertise in the securities lending markets. The Co-Investment Advisors lever a broad network of market participants to source inventory at attractive rates and with good stability. This allows the Fund to take positions at an appropriate size with less buy-in pressure than it would without this network. Special Situations Structured Financing The Co-Investment Advisors utilize a network of investment bankers, lawyers and issuers seeking to raise capital in the secondary markets. This can take a variety of forms, including but not limited to underwritten public offerings, registered direct offerings, bought deals and private placements. These offerings are primarily conducted by North American issuers, through brokers within the Co-Investment Advisors’ network. These offerings are often priced attractively relative to the public equity shares of the subject issuer. Warrants are frequently included in these transactions. This provides optionality in the portfolio positively correlated with market volatility, and warrants can yield a multiple on invested capital when they move into the money. The Co-Investment

Advisors may hedge illiquid longs using public equities, allowing the Fund to protect gains prior to the exit date. Thematic Trading From time to time, in reaction to market dislocations, the Chief Investment Officer will deploy capital to short term, catalyst-oriented mispricing across the market or within targeted sectors. As volatility increases, The Chief Investment Officer levers a broad network of market participants to identify shifts in investor sentiment, and how these shifts will affect asset pricing in the near term. Further analysis is performed on targeted sectors or thematic elements within the market, and capital is deployed to the best opportunities from a risk-reward perspective. Larger shifts due to spikes in optimism or pessimism lead to a broader set of opportunities and more capital deployment. This trading is largely short-term in nature, and can be in response to market events, changes in regulations, geopolitical events or scientific or technological advancements. Risk Management To manage risk within the portfolio, the Co-Investment Advisors rely on internal reporting that quantifies and highlights risks from a variety of perspectives, including but not limited to: Leverage The Co-Investment Advisors in ordinary circumstances seek to minimize the use of leverage within the Fund portfolio. This allows for capital preservation, as unexpected events can result in magnified losses when leverage is present. Market Correlation One of the primary objectives of the Fund is to maintain low correlation with broad equity indices. As capital is deployed across the strategic framework, the opportunities available in the market at a point in time may lead to undesirable positive or negative net exposure as a percentage of net asset value. When such undesirable exposures occur, the Co-Investment Advisors will ‘beta hedge’ by taking long or short positions in index ETFs which are meant to proxy broad equity markets. As a result, net exposure is adjusted to a desirable level, with the objective of maintaining low correlation over time. Liquidity The Co-Investment Advisors monitor illiquid positions in the Fund portfolio, as a percentage of net asset value. The objective is to maintain positions in the portfolio that have an attractive riskreturn profile while also allowing for sufficient unencumbered cash to process capital transactions and to be opportunistic when market dislocation occurs. Illiquid positions are sized carefully and hedged proactively as needed. Issuer Exposures The Co-Investment Advisors evaluate individual issuer exposures in the Fund portfolio to prevent undesirable concentrations. First, when a position is first taken, it is sized carefully. An illiquid

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As mentioned in Item 4 – Advisory Business, we currently provide investment advisory services solely to pooled investment vehicles. Our clients rely on certain exclusions from the definition of “investment company” in the Investment Company Act of 1940, as amended. Accordingly, none of our clients are registered as investment companies with the Securities and Exchange Commission. We may in the future provide investment advice to other types of clients including, but not limited to, individuals and separately managed accounts and funds. Investors in our clients are generally required to make a minimum initial investment as specified in the offering documents of each fund, which varies across the funds, but generally ranges from $250,000 to $1,000,000, although we may accept investments in a lesser amount in our sole discretion. The Co-Investment Advisors are registered with the Commodity Futures Trading Commission (the “CFTC”) as commodity pool operators (“CPOs”) and are members of the National Futures Association (the “NFA”). Notwithstanding their registration as CPOs, the Co-Investment Advisors rely on the exemption from CPO registration pursuant to Regulation 4.13(a)(3) with respect to the Fund. Regulation 4.13(a)(3) is available to operators of pools (and of feeder funds that invest in pools) that trade a de minimis amount of commodity interests (which includes futures, options on futures and certain swaps). Among other things, the exemption requires the filing of a claim of exemption with the NFA. It is also required that at all times either: (a) the aggregate initial margin and premiums required to establish commodity interest positions does not exceed five percent (5%) of the liquidation value of the Fund’s portfolio; or (b) the aggregate net notional value of the Fund’s commodity interest positions does not exceed one hundred percent (100%) of the liquidation value of the Fund’s portfolio and further that all pool participants are required to be accredited investors or certain other qualified investors. Finally, each of the Co-Investment Advisors must be exempt as a commodity trading adviser and provide advice solely to the pool or pools for which it has filed a claim of exemption as a CPO. Consequently, the Co-Investment Advisors are not required to deliver a disclosure document or a certified annual report to participants in this pool as otherwise required for registered CPOs. This Brochure is not an offer to invest in our clients.

As noted above, the Adviser or its affiliates generally receive a performance-based allocation from our advisory clients. Please see Item 5 - Fees and Compensation for a discussion of our performance-based compensation. These payments are subject to Section 205(a)(1) of the Investment Advisers Act of 1940, as amended (the “Advisers Act”), in accordance with the available exemptions thereunder, including the exemption set forth in Rule 205-3. Performance-based allocations could motivate us to make investment decisions that are riskier or more speculative than would be the case if these compensation arrangements were not in effect. Our individual employees and affiliates who receive compensation to some extent based upon their role in the trading profits of our clients face the same potential conflict. We address this conflict through full and fair disclosure in the applicable offering documents and/or this brochure. In addition, our firm’s investment in our clients aids in aligning our interests with the interests of our clients. We do not manage any other accounts that do not pay performance-based compensation.

Neither the Adviser nor any of our management persons is registered, or has an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. Neither the Adviser nor any of our management persons is registered, or has an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or is an associated person of any of the above. AIMF GP, LLC is the general partner of the Anson Investments Master Fund LP and is an affiliate of the Adviser. AOMF GP LLC is the general partner of Anson Opportunities Master Fund L.P. and is an affiliate of the Adviser. AEMF GP LLC is the general partner of Anson East Master Fund LP and is an affiliate of the Adviser. Arch Absolute Return Real Estate Fund GP Inc. is the general partner of Arch Anson Tactical Real Estate Fund and is not an affiliate of the Adviser. Arch Absolute Return Real Estate Fund NR GP Inc. is the general partner of Arch Anson Tactical Real Estate NR Fund and is not an affiliate of the Adviser. ANSF GP LLC is the general partner of Anson North Star Tactical Equity Fund LP and is an affiliate of the Adviser. Since each respective general partner is entitled to receive the performance allocation from each respective fund, this may create an incentive for the Adviser to make investments that are riskier or more speculative than would be the case if such arrangement was not in effect. However, as noted in Item 11 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading, the Adviser has adopted a written Code of Ethics that contains policies and procedures to address conflicts of interest. Under such policies and procedures, the Adviser is required to make investment decisions for the funds in a manner that is consistent with its fiduciary duties to the Fund. Anson Advisors is a co-investment advisor of the Funds. Anson Advisors assists our firm in providing investment advice to these clients and receives a portion of the management fee payable by the Funds. We do not believe that our clients’ relationships with Anson Advisors creates a material conflict of interest in the management or investment activities of our clients. Other than as described above, we do not recommend or select unaffiliated investment advisers for our clients, receive compensation directly or indirectly from unaffiliated advisers that create a material conflict of interest, or have other business relationships with them that create a material conflict of interest.

Trading We have adopted a written Code of Ethics applicable to all of our employees. Among other things, our Code of Ethics requires our firm and our employees to adhere to high ethical standards, act in our clients’ best interests and abide by all applicable regulations. Our Code of Ethics includes an Insider Trading Policy designed to prevent our employees from misusing material non-public information, including information regarding our clients’ transactions. We will provide a copy of our Code of Ethics upon request by any prospective client, client or investor in a client. We do not prohibit our firm nor our employees from buying or selling securities for their own accounts, and our firm and our employees may take investment positions similar or contrary to those acquired for our clients. This could create a conflict of interest if our firm or our employees receive more favorable execution prices than do our clients because our firm’s or our employees’ trades might drive up the market prices of target securities. Certain of our employees may invest directly in our clients. We generally waive the management fee and the performance allocation for employees investing in our clients.

We have the discretion to decide on the securities to be bought or sold on behalf of our clients. We also have the discretion to select the broker-dealers to be used to execute our clients’ investment transactions. We work with prime brokers and executing brokers in connection with securities transactions, as well several institutions where we hold custody accounts for our clients. In selecting broker-dealers to execute our client transactions, we seek to obtain the best net execution available. We evaluate execution quality on a variety of factors, including the following: •

the ability to achieve prompt and reliable executions at favorable prices;

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the operational efficiency with which transactions are effected;

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the financial strength, integrity and stability of the broker;

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the value of research and/or brokerage related services provided by the broker;

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the availability and cost of borrowing securities; and

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the competitiveness of commission rates in comparison with other brokers satisfying our other selection criteria.

We have the option to use “soft dollars” generated by our clients to pay for the research and nonresearch related services. The term “soft dollars” refers to the receipt by an investment manager of products and services provided by brokers, without any cash payment by the investment manager, based on the volume of revenues generated from brokerage commissions for transactions executed for clients of the investment manager. The products and services available from brokers include both internally generated items (such as research reports prepared by employees of the broker) as well as items acquired by the broker from third parties (such as quotation equipment). Section 28(e) of the Securities Exchange Act of 1934, as amended, provides a “safe harbor” to investment managers who use soft dollars generated by their advised accounts to obtain investment research and brokerage services that provide lawful and appropriate assistance to the investment manager in the performance of investment decision-making responsibilities. Although the offering documents for our clients permit us to utilize soft dollar benefits outside of the Section 28(e) safe harbor, we limit our soft dollar usage to within the safe harbor as an internal policy. Using client transactions to obtain research and other benefits creates incentives that result in conflicts of interest between advisers and their clients. If we use client markups or markdowns to obtain research products and services, our firm receives a benefit because we do not have to pay for the research products and services. The availability of these benefits may influence us to select one broker-dealer rather than another to perform services for clients, based on our interest in receiving the products and services instead of on our clients’ interest in receiving the best execution prices. Obtaining these benefits may cause our clients to pay higher fees than those charged by other broker-dealers.

The use of soft dollars to obtain research services and to pay for other costs and expenses that our firm might otherwise incur creates a conflict of interest between our firm and our clients because our clients pay for products and services that are not exclusively for their benefit and that may be primarily or exclusively for the benefit of our firm. To the extent that we are able to acquire these products and services without expending our own resources, our use of soft dollar benefits tends to increase our profitability. We obtain research and/or brokerage related services from some broker-dealers at which our client accounts generate commissions, which benefit our firm. Research and brokerage related services that we received within the last year include written information and analysis concerning specific securities, companies or sectors; market, financial and economic studies and forecasts; statistics and pricing services; discussions with research personnel; and certain market connectivity and order management products. We do not, however, maintain formal soft dollar agreements with any brokers or other third-parties, and do not otherwise negotiate higher rates on fees and expenses to be paid by our clients in exchange for lower rates on fees and expenses to be paid by our firm. We may receive capital introduction services from some of the broker-dealers we use to execute and/or settle our clients’ transactions. Although these services may benefit our firm by increasing our client assets under management, we do not direct brokerage transactions to brokers based on the availability of capital introduction services or the referral of clients or investors. Our firm does not recommend, request or require that a client, nor do we permit a client to, direct us to execute transactions through a specified broker-dealer. BEST EXECUTION REVIEWS Our firm’s portfolio managers constantly evaluate brokers and compare broker performance when allocating trades. Relevant investment personnel are surveyed regarding their ratings of brokers on a variety of factors annually. Factors such as broker performance and execution quality, broker financial condition, conflicts of interest, value of research and brokerage services provided, and trading-related recordkeeping are evaluated on an ongoing basis.

TRADE ERRORS While we take the utmost care in making and implementing investment decisions on behalf of our clients, trade errors may inevitably occur. Trade errors can include, but are not limited to: (i) purchasing securities not within our clients’ investment guidelines; or (ii) purchasing or selling the wrong securities (or amount of securities) for our clients. Our firm’s senior accountant reconciles transaction journals from our prime brokers daily against internal trading records. Any trade error must be immediately reported to our firm’s Chief Compliance Officer. We seek to correct all trade errors promptly and in a manner that minimizes any impact on the affected client. To the extent that a trade error results in a loss to a client, the account will generally bear the loss, absent willful misconduct or gross negligence on the part of our firm. The affected clients will also retain any gains that result from a trade error. Notwithstanding the foregoing, federal and state securities laws impose liabilities under certain circumstances on persons who act in good faith. We do not intend for our policies to limit any rights that a client may have under these laws. When managing multiple funds with similar investment strategies, the Adviser generally will attempt to aggregate multiple orders for the purchase or sale of the same instrument into block transactions, subject to the overall obligation to achieve best price and execution for the Funds.

We currently do not receive any economic benefit from any person who is not a client for providing investment advice or other advisory services to our clients. We do not have any agreements with any third party marketing firms.

Neither the Adviser nor any management person has been involved in any criminal or civil actions in a domestic, foreign or military court, subject to the below. On June 11, 2024, the Adviser and Anson Advisors, without admitting or denying the findings or conclusions therein, entered into a settlement with the Securities and Exchange Commission (“SEC”). The SEC approved the settlement in its order instituting administrative and cease-anddesist- proceedings, pursuant to Sections 203(e) and 203(k) of the Advisers Act, making findings, and imposing remedial sanctions and a cease-and-desist order, including the following terms and conditions. The Adviser agreed to cease and desist from violating Sections 204 and 206(4) of the Advisers Act and Rules 204-2(a), 206(4)-7 and 206(4)-8 thereunder; to a censure; and to pay a $1,250,000 civil money penalty, which was paid on June 14, 2024. Anson Advisors agreed to cease and desist from violating Section 206(4) of the Advisers Act and Rule 206(4)-8 thereunder; to a censure; and to pay a $1,000,000 civil money penalty, which was paid on June 14, 2024. Neither the Adviser nor any management person has otherwise been subject to any administrative proceeding before the SEC, any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority. Neither the Adviser nor any management person has been subject to a proceeding before any selfregulatory organization.

Our firm has internal accounting personnel and also retains an external fund administrator. Both Tony Moore, the CFO, and the administrator for our clients conduct reviews of our client accounts on at least a monthly basis (or more frequently in the case of certain material events). With respect to accounting matters, we have engaged an independent public accountant to conduct an annual audit of each of our clients. We invest client assets in securities and other financial instruments. In monitoring the performance of the investments, we perform various levels of review. Among other items, we consider short and long-term rates of return, investment diversification and risk allocations as part of our regular review. Investors in our clients receive written capital account statements on a quarterly basis, as well as audited financial statements and Federal Income Tax Form K-1s, if applicable, annually.

We have, or may be deemed to have, “custody” of our clients’ assets. In accordance with Rule 206(4)-2 under the Advisers Act, one or more qualified custodians holds our clients’ assets. We may change custodians at any time and from time to time without the consent of our clients or investors in our clients. Qualified custodians do not provide account statements directly to investors in our clients. We have engaged an independent public accountant registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board to conduct an annual audit of each of our clients. Audited financial statements are provided to each investor in our clients within 120 days after the end of each fiscal year.

We generally have discretionary power and authority over the types of financial instruments bought or sold, as well as the amount bought or sold, on behalf of our clients. We have the authority to determine the broker-dealer or other counterparty used for client transactions and the negotiation of commission rates and other consideration paid by our clients. Despite this broad authority, we are committed to adhering to the investment strategy and program set forth in each of our clients’ offering documents. Each investor in our clients generally grants us a limited power of attorney upon investing in our clients.

We have the authority to vote proxies on behalf of our clients, but generally only vote proxies in substantially important matters. In these cases, we seek to vote proxies in the best interests of our clients. We maintain records of (i) all proxy votes that are made on behalf of our clients; (ii) all written requests from each client’s underlying investors regarding voting history; and (iii) all responses (written and oral) to investors’ requests. Such records are available to each client’s underlying investors upon request.

We do not require nor do we solicit prepayment of more than $1,200 in fees per client, six months or more in advance. We do not believe any financial condition exists that is reasonably likely to impair our ability to meet contractual commitments to our clients. Our firm has never been the subject of a bankruptcy petition.