BAKER BROS. ADVISORS LP

A. BBA, a Delaware limited partnership, is an investment adviser located in New York, New York and has been providing investment advisory services since January 2000. BBA serves as a discretionary investment adviser to certain private investment funds (each, a “Fund” or “Client” and collectively, the “Funds” or “Clients”), which are generally organized as limited partnerships. BBA’s founders and principal owners are Julian Baker and Felix Baker (the “Managing Members”). B. BBA generally has broad investment authority with respect to its Clients, subject to certain pre-agreed limitations applying on a portfolio-wide basis with respect to certain Clients and set forth in the applicable Client’s constituent documents (the “Investment Limits”). BBA’s Clients invest in public and private securities and related assets and revenue streams of life sciences and health care companies and cash management investments. These securities include, but are not limited to: (1) equity securities, including exchange-listed and over-thecounter securities; (2) warrants, which may be subject to limitations on exercise; (3) corporate debt securities, including convertible bonds; (4) options contracts on securities; (5) ETFs; (6) money market funds; and (7) royalties. BBA focuses on public securities, but, from time to time, also recommends and makes investments on behalf of its Clients in private companies, life sciences and related health care intellectual property, royalty streams and other “nonpublic” investment opportunities. BBA provides investment advice with respect to other investment securities and instruments as is consistent with each respective Client’s investment objective. C. BBA neither tailors its advisory services to the needs of individual investors in the Funds (“Investors”) nor accepts Investor-imposed investment restrictions other than the Investment Limits (which apply to all Investors in an applicable Fund). Though BBA utilizes a similar strategy for all of the Funds, it may tailor the advisory services it provides to Clients to the extent that certain investments cannot be held by certain of BBA’s Clients for legal, tax, portfolio concentration, or other investment-based reasons. BBA has, however, in the past established, and may in the future establish additional, managed accounts or single investor funds for large or strategic investors. The advisory agreements for such managed accounts or funds will generally be subject to different terms than the Funds, including but not limited to liquidity, investment objectives, guidelines and restrictions, fees and other terms. Only Baker Brothers Life Sciences, L.P., and its feeder Fund HCIF Offshore LP, are currently open to new Investors.

D. BBA does not participate in wrap fee programs. E. As of December 31, 2025, the amount of Client assets managed by BBA (“RAUM”) was $28,147,892,952, all of which was managed by BBA on a discretionary basis. BBA does not currently manage any Client assets on a non-discretionary basis.

A. The Funds offer interests only to “qualified purchasers” within the meaning of Section 2(a)(51) of the Investment Company Act of 1940, as amended. Admission to the Funds is not open to the general public. Investors and prospective Investors should refer to the limited partnership agreement or other governing document of the appropriate Fund for a detailed description of the fees. The Funds generally compensate BBA with a management fee (the “Management Fee”) based on either (1) committed capital and profits or (2) net assets, with the limited partnership agreement or other governing document of the appropriate Fund setting forth which approach is utilized. Where a Management Fee is based on committed capital and profits, the Management Fee is calculated with distributions deducted first from profits. In addition, performance-based compensation, based on the net profits allocated to each Investor and calculated on a high watermark basis (the “Incentive Allocation”), calculation described in more detail in the Fund documents, is allocated to the general partners (which are affiliates of BBA) of the respective Funds (the “General Partners”). The amounts of the Management Fee and the Incentive Allocation vary among the Funds. BBA from time to time makes discretionary downward adjustments to the Management Fee for all similarly situated limited partners but may discontinue such practice at any time. Fee arrangements for certain Funds were determined at inception of those Funds or pursuant to their Limited Partnership Agreements, and such arrangements apply to all Investors in each such Fund, other than BBA related persons. The General Partner waives the Management Fee and Incentive Allocations for Investors that are partners, employees, relatives or affiliates of the General Partner or the Investment Manager. Otherwise, the Management Fee and Incentive Allocation are generally not negotiable. Investors and prospective Investors should refer to the Funds’ limited partnership agreements and other governing documents for more detailed information regarding how BBA is compensated for its advisory services. The information contained herein is a summary only and is qualified in its entirety by such documents. B. BBA deducts fees directly from the Funds’ assets. Investors do not have the ability to choose to be billed directly for fees. Management Fees are generally calculated monthly or quarterly in advance as specified in the relevant governing document for each Fund. The Incentive Allocation (if applicable) is generally made on the last business day of each calendar year, or at the time of withdrawal by an Investor subject to certain exceptions detailed in the limited partnership agreement of each Fund. Investors and prospective Investors should refer to the Funds’ limited partnership agreements and other governing documents for more detailed information regarding how BBA is compensated for its advisory services. The information contained herein is a summary only and is qualified in its entirety by such documents.

C. In addition to the compensation described above, each Fund generally bears certain expenses, which include, but are not limited to: (i) investment-related expenses (whether or not any such investment is consummated), (including the costs of consultants and experts sourced both directly and through expert networks; costs of all research, including primary research, such as direct surveys; attendance at industry conferences and events (including admission fees); travel, including but not limited to airfare at various rates which will include fully refundable airline tickets for first-class, business class, coach and charter (which will in some cases, include all of BBA’s investing professionals) as well as higher-end hotels and restaurants and inflight internet expenses; brokerage and prime brokerage fees; stock loan fees; and fees embedded in money market funds held by the Funds); (ii) fees and other expenses related to all regulatory filings, including legal, filing, and other costs related to regulatory filings, including but not limited to Form 13F and Form 13H filings, Form 3 and Form 4 filings, Schedule 13D and 13G filings, Form N-PX filings and filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; (iii) third-party legal, governance, accounting, audit and tax preparation, appraisal, custodial and registration expenses, including third-party fund administration fees; (iv) fees related to proxy voting services; (v) fees related to class action services; (vi) offering expenses; (vii) liquidation expenses; (viii) sales or other taxes, fees or government charges; (ix) expenses of members of the advisory boards (with respect to certain Funds); (x) expenses relating to litigation and threatened litigation involving the applicable Fund, including permitted indemnification expenses; (xi) premiums for liability or other insurance for the benefit of the Fund, its General Partner, BBA, certain of BBA’s affiliates, members of the Fund’s advisory board (if applicable) and any of their respective partners, members, stockholders, officers, directors, employees, agents or affiliates in connection with the activities of the Fund1; (xii) profits disgorged by a Fund under Section 16 of the Securities Exchange Act of 1934; and (xiii) other similar expenses related to such Fund and any extraordinary expenses. For a Fund that is part of a master-feeder structure, each feeder fund will indirectly bear the administrative and other expenses of the master fund pro rata based on its interest in the master fund. Each Fund also generally bears all costs and expenses incurred in connection with its formation and organization. Any expenses that are attributable to more than one Fund are prorated by BBA among the applicable Funds as reasonably determined by BBA. The Funds are deemed to be paying for research and other services with bundled commission arrangements including soft dollars. Refer to Item 12 – Brokerage Practices for further information. Employees, partners and other persons affiliated with BBA from time to time serve on the board of directors of portfolio companies. Compensation paid from portfolio companies to BBA full-time employees for serving on the boards of such portfolio companies takes the form of cash, restricted or unrestricted stock or stock options. All cash payments received by BBA To date BBA has not elected to purchase errors and omissions, cyber, or other liability insurance and has no plans to do so, although it re-evaluates this decision periodically to determine whether it would be economically efficient for the Funds or BBA to do so.

full-time employees from portfolio companies for which they perform any service, including board service, will be forwarded to, and for the account of, BBA to offset future management fees (the management fee will be correspondingly reduced by the amount of the compensation payments received). Compensation paid to consultants or advisers to BBA who serve on the boards of portfolio companies as representatives of BBA is not set off against management fees unless the time they devote to BBA is effectively equivalent to full-time employment by BBA. The proceeds of any stock sold related to board of director positions of BBA full-time employees reduce each Fund’s future management fees charged to eligible Investors to the extent that management fees are otherwise due. (As noted above, BBA-related persons who are Investors in the Funds are not charged a management fee.) Accordingly, the applicable Fund loans to BBA (which may be pursuant to a revolving credit facility), which in turn advances to the applicable BBA employee, the funds necessary to exercise the stock options. Upon the sale of the applicable stock, which can take many years, the employee will remit the proceeds of the sale to BBA less any interest and other expenses (including taxes) the employee has incurred and the Fund’s management fee will in the following year be reduced by the amount of such proceeds less any interest and other expenses (including taxes) incurred by BBA. The timing of the sale of the stock and exercise of the options will be at the discretion of BBA. Interest on the loans or credit facilities is charged at the IRS Applicable Funds Rate at the time the loan is made. An investor at the time the loan is made may not remain an investor at the time the sale of the securities offsets the management fee, in which event the investor would not realize the benefit of the reduced management fee resulting from the proceeds of the sale. While the value of such loans or credit facilities is not material to the Funds, these loans and credit facilities can create risk for the Funds if after the stock options are exercised, the value of the securities significantly decreases or loses all value. If the net proceeds of the sale are less than the loan, the remaining portion of the loans are forgiven. The amount of directors’ fees and capital gains received on shares ultimately sold during the year (net of exercise cost, interest and other expenses) for each portfolio company will generally be allocated to reduce future management fees, to the extent management fees are otherwise due, on a pro rata basis relative to each Fund’s holdings of that portfolio company as of a date reasonably determined by the General Partner. Within each Fund, the amount so allocated will reduce each Investor’s future management fees payable to BBA based on the total fees paid by such Investor during the preceding year in accordance with the Funds’ limited partnership agreements. In cases where Fund(s) have closed and have no future management fees, no allocation will be made to the closed Fund(s). Investors and prospective Investors should refer to the limited partnership agreement and other governing documents of the respective Fund for detailed information with respect to the fees and expenses they pay in connection with an investment in such Fund. The information contained herein is a summary only and is qualified in its entirety by such documents. For further information regarding brokerage practices, please see “Item 12; Brokerage Practices.” D. Management Fees are generally calculated and paid monthly or quarterly in advance, as of the first day of each month or calendar quarter, as specified in each Fund’s limited partnership agreement or other governing documents. The capital account of each Investor is reduced on

a monthly basis. In the unlikely event that an advisory contract for a Fund is terminated before the end of the applicable period, a pro rata portion of the Management Fee would be returned to the applicable Investors based on the number of days remaining in the quarter calculated beginning with the last day of the month in which the termination became effective. Similarly, the Management Fee attributable to any portion of an Investor’s investment in a Fund which is distributed back to the Investor shall continue to accrue until the last day of the month in which such distribution is made. Investors and prospective Investors should refer to the Funds’ limited partnership agreements and other governing documents for more detailed information regarding the treatment of fees in the event of a withdrawal or termination. The information contained herein is a summary only and is qualified in its entirety by such documents. E. BBA’s supervised persons do not accept compensation for the sale of securities or other investment products, including asset-based sales charges or service fees from the sale of mutual funds.

A. BBA is a discretionary asset management firm pursuing a fundamentally-driven approach to life sciences investing. BBA typically takes large, concentrated positions in the securities of life sciences companies with the potential for significant value creation over the long term. BBA’s positions can constitute a significant portion of the capital structure of the companies in which it invests and BBA commonly seeks an active dialogue with the management of those companies. BBA does not seek to diversify the Funds’ portfolios for the purpose of achieving diversification. Rather, each investment may constitute a significant portion of the assets under management of a Fund. Given its large, concentrated and relatively long-term investment strategy, as well as the volatile securities within its investible universe, BBA expects the Funds’ returns to be volatile and uncertain. BBA’s investment team meets periodically to discuss existing positions, prospective positions, industry developments, scientific developments and publications, on-going research, overall market themes, and to provide input to BBA’s Investment Committee. Significant investment, portfolio positioning and capital allocation decisions are made solely by BBA’s Investment Committee. However, in the rare and exigent circumstance where no member of the Investment Committee is available to approve a significant investment decision both the President & Chief Compliance Officer and a specified Partner will lead the approval of such a time sensitive significant investment decision. BBA’s Portfolio Risk Management Committee (currently comprised of BBA’s Managing Members, President & Chief Compliance Officer, and Chief Financial Officer) meets quarterly to review the portfolio concentration and variation in concentration of the Funds to evaluate adherence to the Fund risk limits and investment objectives as well as BBA’s investment allocation policies. In evaluating securities/investments, the primary sources of information used by BBA generally include, but are not limited to: publicly available filings with the SEC, including annual and other periodic reports and prospectuses; research materials prepared by third parties; company press releases; statements and presentations of companies and of researchers at industry, medical, and scientific conferences; scientific and medical literature, journals and publicly-disclosed study results, and interviews of industry experts, including medical doctors and research scientists; primary research, such as direct surveys; and meetings with corporate management. BBA relies on its investment team, some of which have scientific and/or medical research training and experience, to generate and evaluate investment ideas subject to the investment decision of its Investment Committee. BBA generates internally all of the analysis that it ultimately relies upon to inform its investment decisions, sometimes using as inputs into this analysis outside sources of information, including, primarily, those described above. In making direct investments in an issuer in a private placement or similar transaction, BBA will also review additional diligence materials provided by that issuer. See “Exposure to Material Non-Public Information” below for restrictions on trading securities that result from possessing those diligence materials.

BBA has established and implemented a policy to consider certain other factors including governance and sometimes social and environmental concerns. BBA does not consider these factors as key determinants in its investment decision-making on behalf of its Clients. BBA’s consideration of other factors by contrast is likely to be the primary driver of BBA’s evaluation of investments for the Funds, although BBA may, in limited circumstances and where BBA in its sole discretion considers it relevant to do so, consider select governance and sometimes social and environmental concerns among the total set of factors it evaluates to inform the Firm’s investment recommendations. Investors in the Funds should be aware that investing in the Funds involves significant risk of loss of principal, including the risk of loss of the entire amount invested, that they should be prepared to bear. Investments in the Funds are designed only for certain experienced and sophisticated persons who are able to understand and bear the risk of substantial impairment or total loss of their investment in the Funds. There can be no assurance that the Funds’ investment objective will be achieved or that BBA’s risk management techniques will protect against loss. An investment in a Fund should be deemed highly speculative and is not intended as a complete investment program. Investors and prospective Investors should refer to the respective Funds’ limited partnership agreements and other governing documents for more detailed information regarding the Funds and their respective investment strategies. The information contained herein is a summary only and is qualified in its entirety by such documents. B. BBA has broad discretion in making investments for the Funds and utilizes highly speculative investment techniques. There can be no assurance that BBA will correctly evaluate the nature or magnitude of the various investment risk factors that could affect the value of and return on investments. Prices and/or valuations of investments may be subject to unforeseen volatility. A variety of investment risk factors that are inherently difficult to predict, such as domestic or international economic and political developments, may detrimentally impact businesses in which the Funds invest, affecting their access to capital and public market valuations. These investment risk factors and others may significantly affect the results of BBA’s activities and the value of the Funds’ investments. In addition, the value of the Funds’ portfolios may fluctuate in response to fluctuations in the general level of interest rates. All securities investments risk the loss of capital. No guarantee or representation is made that a Fund will achieve its investment objective or that Investors will not lose all or substantially all of their investment in the Fund. Purchases of interests in Funds are suitable only for investors of substantial financial means who can make a long-term investment, can bear the risk of loss of their entire investment in the Fund and have no need for liquidity of their investment. The redemption terms of the Funds’ limited partnership agreements allow BBA to pay redemptions over a number of years which could result in Investor(s) remaining invested in the Fund during which time such Investor(s)’ capital account remains at risk and subject to net performance of the Fund. Private investments in the accounts of fully redeeming investors are

paid out when realized or when they become freely tradeable, which could take a number of years. Distributions of proceeds upon an Investor’s redemption may be limited. There can be no assurance that the Fund will have sufficient cash to satisfy redemption requests, or that it will be able to liquidate investments at the time of such redemption requests at favorable prices. In this circumstance, or other circumstances deemed appropriate by BBA, an Investor may receive in-kind distributions of securities from a Funds’ portfolio. Each of BBA’s strategies has the potential for a Fund’s assets to decline materially in value. The nature of the Fund’ investments involves certain risks, and the use of various investment techniques (such as hedging, leverage and short selling) carries additional risks. Examples of some of the specific risks to which Fund assets may be susceptible are as follows: Political Developments and Reduction in the Role of Government BBA’s business and/or the business of BBA’s portfolio companies may be materially impacted by actual or perceived political, regulatory, and policy changes affecting the life sciences industry, including evolving approaches to government funding of research, funding changes and reductions in force at federal governmental agencies, including the Food and Drug Administration, National Institutes of Health, the Centers for Disease Control, and other key governmental agencies, and changes in policy with respect to various drugs and other therapeutics. Global Issues BBA’s business is materially affected by conditions in the global financial markets and economic conditions or events throughout the world that are outside of the Firm’s control, including, but not limited to, changes in interest rates, availability of credit, inflation rates, economic uncertainty, slowdown in global economic growth, changes in laws (including laws relating to taxation and regulations on the financial and pharmaceuticals industry), disease, pandemics or other severe public health events, trade barriers and tariffs, commodity prices, currency exchange rates and controls and national and international political circumstances or unrest (including government shutdowns, wars, conflicts, terrorist acts or security operations). For example, worldwide health or geopolitical events could adversely and materially affect general commercial activity, BBA’s business, its Funds and investment performance, as well as the economies and financial markets of many countries both directly and indirectly, as a result of significant uncertainty, disruptions and/or impacts on supply chains, disruptions to clinical trials, timeline delays for drug development, regulatory delays, loss of sales, travel restrictions, remote working conditions, closures and other challenges. These factors may affect the level and volatility of securities’ prices and the liquidity and the value of investments and have a material adverse effect on a Client. In addition, disruptions from an epidemic outbreak could negatively impact the ability of the Firm’s personnel to effectively identify, monitor, operate and dispose of investments. The impact of worldwide health or geopolitical events may contribute to extreme volatility in financial markets. The effect of any future public health crisis, pandemic, epidemic or outbreak of a contagious disease is difficult to predict and presents material uncertainty and risk with respect to the Funds’ performance. In addition to

the market disruptions caused by the pandemic-related risks described above, Fund assets are exposed to risks arising from foreign government regulation, geo-political conflicts and wars. Counterparties to transactions involving Fund assets may also be subject to similar risks. Changes in general domestic and international economic and political situations and conditions, including fluctuations in interest rates, inflation rates, the availability of credit, recession and other factors may adversely affect the Funds’ investments. Portfolio companies in which the Funds have invested may have deposited funds at, or otherwise rely on, financial institutions that, due to asset-liquidity mismatches, poor risk management, unanticipated withdrawals, or otherwise, may be unable to meet withdrawal requests or other obligations as and when made, which may in turn compromise the ability of the Funds’ portfolio companies’ ability to meet obligations as and when due, which may materially affect the value of the Funds’ securities in these portfolio companies. The investment horizon, and consequently the duration, of many of the Funds’ investments could prevent an Investor(s) from fully redeeming its investment and remain subject to net performance of the Fund. Consequently, Investors withdrawing/redeeming their interests may not benefit from potential value embodied in the investments held by each Fund at the time of their withdrawal/redemption and, further, inflationary risk may impact Investors’ interests in the Funds. Concentration of Investments The Funds, as set forth in such Funds’ limited partnership agreements or other governing documents, are concentrated in relatively few investments. Any Fund could be subject to significant losses if it holds a large position in a particular investment that declines in value or is otherwise adversely affected. Volatility The market value of the Funds’ investments may be volatile, and will generally fluctuate due to a variety of investment risk factors that are inherently difficult to predict, including, among other things, drug study success and other factors described in “Portfolio Company Risks” below, the macroeconomic environment, specific developments or trends within a company or in any particular industry, the market’s overall perception of risk, the condition of certain financial markets, domestic and international economic or political events, and changes in prevailing interest rates. Liquidity of Investments Some of the Funds’ investments are illiquid, making it difficult to acquire or dispose of them in substantial size at the prices quoted on the various exchanges. In addition, because BBA takes large positions in the securities of companies in which it invests and at times joins the boards of directors of Fund portfolio companies, securities regulation and filing requirements are considerations limiting BBA’s trading of those securities. Several of such filing requirements are based on the aggregate ownership of securities owned by, among others, Funds advised by BBA. With respect to decisions to trade in the securities of such companies, BBA will consider the legal, regulatory, filing requirements and resulting market impact of trading based on aggregate holdings of BBA-advised Funds, such that BBA may limit the

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BBA provides investment advisory services to pooled investment vehicles operating as private investment funds. Investment in these Funds is limited to investors that meet the eligibility qualifications of both (i) “accredited investors” within the meaning of Regulation D of the Securities Act of 1933, as amended (“Accredited Investors”) and (ii) “qualified purchasers” within the meaning of Section 2(a)(51) of the Investment Company Act of 1940, as amended. The majority of the Investors in the Funds are institutional investors, primarily foundations and endowments. In general, the minimum initial investment amount in Baker Brothers Life Sciences, L.P. or its feeder, HCIF Offshore LP is $20,000,000 (aggregated by relationship); however, this is subject to the discretion of the General Partner of each Fund, and this discretion has been delegated to BBA. 667. L.P. is not open to new investors.

As described in Item 5.A above, BBA (or an affiliate of BBA) receives performance-based compensation from the Funds. All Funds are subject to performance-based compensation. The Incentive Allocation presents certain conflicts of interest with respect to BBA’s management of the Funds (or of the assets of other Funds). Specifically, BBA’s entitlement to performancebased compensation presents an incentive for BBA to make investments that are riskier or more speculative than would be the case in the absence of such performance-based compensation. The possibility that BBA (or an affiliate) will receive performance-based compensation from certain Funds, but not from others, or at different rates, presents a potential conflict of interest in that it may create an incentive for BBA to direct more profitable investment ideas to, or allocate trades in a manner that favors, those Funds that pay or will pay the higher performance fee or allocation. In order to manage such potential conflicts, Fund portfolios are under periodic review by BBA (as described in Item 13.A). In addition, BBA has implemented a detailed allocation policy and BBA regularly reviews its trade allocations to ensure they comply with this policy (as described in Item 12.B). BBA, to the extent within its control, does not, subject to the below factors, favor one Fund in any way to another Fund’s detriment and will act in a manner that it reasonably believes is fair and equitable to each Fund. BBA simultaneously manages portfolios for Funds that implement comparable investment strategies (i.e., side-by-side management). The simultaneous management of these separate but similar portfolios presents certain conflicts of interest, as fee structures differ from Fund to Fund and BBA could be influenced to act for one Fund in order to receive higher fees. Nevertheless, when managing the assets of such Funds, BBA has a fiduciary duty to treat all Funds fairly and equitably and has implemented policies and procedures that are designed to ensure that Investors are treated fairly, and to prevent this conflict from influencing the allocation of investment opportunities among them. To ensure these standards are met, BBA periodically reviews the portfolios of the Funds (as described in Item 13.A) and BBA has implemented an allocation policy. Although BBA generally seeks to allocate investment opportunities on a pro rata basis based on the size or desired size of each Fund account, the allocation of investment opportunities may be adjusted by BBA based on its consideration of relevant circumstances it reasonably believes are in the best interest of the Fund, including, without limitation: investment objectives, strategies and restrictions; available investable capital; portfolio and risk management strategies; tax, legal, regulatory (e.g., SEC and Federal Trade Commission rules and regulations) matters; actual and desired asset levels and cash flow considerations; portfolio liquidity; timing and size of capital contributions and redemptions; market conditions; whether certain accounts would receive nominal or de minimis allocation amounts; portfolio concentration; and participation in prior investments in the same issuer, among other factors. BBA documents the allocation methodology and determinations applied in each case where allocation of an investment opportunity is made other than in a pro rata manner. BBA’s Investors include taxable and tax-exempt entities and may include persons or entities organized in multiple jurisdictions. The various types of Investors in the Funds, including the

General Partner, may have conflicting investment, tax and other interests with respect to their investment in the applicable Fund. When considering a potential investment for a Fund, the General Partner’s practice is generally to consider the investment objectives of such Fund as a whole, not the investment objectives of any Investor individually. Consequently, the General Partner may make decisions from time to time that may be more beneficial to one type of Investor, including the General Partner and its affiliates, than another. For example, such decisions may (directly or indirectly) be more beneficial to Investors that are BBA affiliates (such as the General Partner, principals or employees) than to Investors unaffiliated with BBA, or may be more or less beneficial to U.S. taxpayers vs. non-U.S. taxpayers, or may be more or less beneficial to Investors depending on their tax status. These decisions may also benefit the General Partner, BBA affiliates, and/or tax paying Investors and may be less advantageous to non-tax paying Investors. There is no assurance that the Funds will not incur significant foreign or domestic tax liability. Irrespective of the taxable vs. tax-exempt, or U.S. vs. non-U.S., status of an Investor in a BBAadvised Fund, when an Investor redeems the entirety of their investment in public securities investments of BBA-advised Funds (leaving predominately private securities investments remaining), BBA will generally (subject to its discretion for circumstances where such an approach would for reasons not currently contemplated result in an inequitable allocation) allocate the Fund’s taxable income or loss (generally made up of trading gains and losses) to the redeeming Investor such that the redeeming Investor’s adjusted remaining tax basis in the Fund is equal to its remaining interest in the Fund to the extent there are gains or losses (initially on a net basis and then on a gross basis) available to do so. Additionally, to the extent an Investor in a BBA-advised Fund withdraws all or a portion of its capital account, BBA intends to allocate the BBA-advised Fund’s taxable income or loss (generally made up of trading gains and losses) to such Investor generally equal to the amount (if any) by which such withdrawn amounts exceed its adjusted tax basis in its interest.

A. Broker-Dealer Registration Status BBA and its management persons are not registered as broker-dealers and do not have any application pending to register as a broker-dealer or a registered representative of a brokerdealer. B. Futures Commission Merchant, Commodity Pool Operator or Commodity Trading Advisor Status BBA and its management persons are not registered, and do not have an application pending to register, as a futures commission merchant, commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. C. Material Relationships BBA serves as the investment manager to the Funds. Certain affiliates of BBA serve as the General Partners of the Funds. The General Partners, BBA and their affiliates may have conflicts of interest in allocating their time, services and functions among the Funds and other business ventures. In an effort to minimize potential conflicts of interest, BBA has adopted a Code of Ethics that requires BBA’s employees to act in the best interests of the Funds at all times. For more information see Item 11, Code of Ethics, Participation or Interest in Client Transactions and Personal Trading, below. D. Material Conflicts of Interest Relating to Other Investment Advisers BBA does not recommend or select other investment advisers for its Funds and does not receive compensation directly or indirectly from other advisers nor does it have other business relationships with advisers.

Code of Ethics, Participation or Interest in Client Transactions and Personal Trading A. Code of Ethics BBA has adopted a Code of Ethics (the “Code”), which is designed to meet the requirements of Rule 204A-1 of the Investment Advisers Act of 1940 (the “Advisers Act”). The Code applies to all of BBA’s employees and sets forth a standard of business conduct that takes into account BBA’s status as a fiduciary. The Code describes the Firm’s fiduciary duties and responsibilities to its Clients, and requires that the Firm’s employees provide advice that they believe is in the best interests of Clients to the exclusion of contrary interests, act in good faith and in an ethical manner, avoid conflicts of interest with Clients to the extent reasonably possible, and identify and mitigate conflicts of interest to the extent that they arise. BBA’s employees are also required to comply with applicable provisions of the federal securities laws and make prompt reports to the Firm or other appropriate party of any actual or suspected violations of such laws or of the Code by BBA or its employees. The Code also contains BBA’s insider trading policies and procedures, which are designed to prevent the misuse of material non-public information by BBA and its officers, directors and employees. In accordance with these policies, to prevent trading of securities based on material, non-public information, BBA maintains, regularly updates and makes available to its employees a “restricted” securities list. Public companies about which BBA has or is expected to have, material, non-public information are placed on the restricted list. While an issuer is on the restricted list, BBA and each person subject to the insider trading policy is generally prohibited from purchasing, selling or recommending the purchase or sale of that issuer’s securities in personal accounts and Client accounts. The Funds’ limited partnership agreements contemplate the possibility of making in-kind distributions of securities to the Funds’ Limited Partners and the General Partner. BBA employees who are recipients of certain of these in-kind distributions of securities have established LLCs for these securities, until such time as it would be appropriate for the employees to individually receive them and be permitted to dispose of them. By policy, these LLCs do not transact in or vote the securities. In addition, BBA’s employees must provide BBA’s Chief Compliance Officer and Deputy Chief Compliance Officer & Senior Counsel with reporting of their personal accounts and securities transactions. The Code also requires that employees pre-clear certain charitable contributions. BBA, its employees, and charitable foundations operated by certain BBA employees make donations to charitable organizations. Some of these donations are to organizations that are Investors in the Clients BBA advises. The Code also seeks to ensure the protection of non-public information about the activities of the Clients.

All of BBA’s employees are provided with a copy of the Code and are required to acknowledge receipt of the Code on at least an annual basis. Investors may obtain a copy of BBA’s Code upon request to Scott Lessing, President & Chief Compliance Officer, Baker Bros. Advisors LP, 860 Washington Street, 3rd Floor, New York, NY 10014. B. Securities in Which BBA or a Related Person Has a Material Financial Interest or Securities Issued by Companies Which BBA or a Related Person Has a Close Personal Relationship With the Companies’ Management, Which Could Create the Appearance of a Potential Conflict of Interest From time to time, consistent with the Funds’ governing documents and applicable law, BBA has recommended that one or more of the Funds acquire or sell an investment in which BBA or a BBA employee has a pre-existing direct or indirect interest or with which BBA or a Related Person has a close personal relationship with the companies’ management, which could create the appearance of a potential conflict of interest. A potential conflict of interest could arise in that BBA or the interested employee could benefit from such a purchase or sale of the applicable investment by such Fund(s). However, the Code is designed to identify and manage conflicts of interest to the extent they arise in connection with such transactions, and to ensure that BBA fulfills its role as a fiduciary to its Funds. BBA has caused, and in the future may again cause, a Fund to buy or sell securities directly from or to another Fund, although such internal cross transactions occur infrequently. With respect to any such transaction: (i) the transaction must be effected at a price that is fair to Funds on both sides of the trade; (ii) neither BBA nor any of its affiliates may receive any compensation for effecting the trade; and (iii) BBA must believe the trade is in the best interests of both Funds. The fact that BBA or its related persons, in their capacities as General Partners (or equity owners of such General Partners) of, or advisers to, certain Funds, have financial interests in the Funds creates a potential conflict in that it could cause BBA to make different investment decisions than if such parties did not have such financial ownership interests. In particular, performance-based compensation may create an incentive for BBA to make investment decisions that may differ from decisions that may be made in the absence of such performancebased compensation, including decisions that are riskier or less risky than would be made in the absence of such performance-based compensation. BBA manages this potential conflict through regular monitoring of the Fund portfolios to ensure consistency with Fund objectives and disclosures, as more fully set forth in Item 13.A below. BBA recognizes such potential conflicts of interest and addresses them through its allocation and aggregation policies, which can be found in the Firm’s compliance manual. Further, the Code sets forth a fiduciary standard that requires Access Persons to act in the best interests of BBA’s Funds. Access Persons are required to acknowledge receipt of the Code and agree to abide by its terms.

Certain of the Funds have in the past invested, and may again in the future invest, in private companies with which a Related Person of BBA has a close personal relationship with the management of that company. When BBA deems the relationship to be close enough to create the appearance of a potential conflict of interest, BBA has in the past, and will continue to, inform Investors in the investing Funds of the relationship and allow Investors to opt out of the private investment if they choose to do so. C. Investing in Securities that BBA or a Related Person Recommends to Clients BBA employees are permitted to make securities transactions in their personal accounts but are generally prohibited from trading in securities that the Firm is actively trading on behalf of the Clients, subject to exceptions when in the judgment of the Firm’s President & Chief Compliance Officer or Deputy Chief Compliance Officer & Senior Counsel such personal trading would in no way take (or create the appearance of taking) an opportunity away from a Client, nor create any incentives that might distort the employee’s judgment in the performance of his or her duties on behalf of Clients, nor be in actual or perceived conflict with the direction in which any applicable Client is trading, nor personally benefit a BBA employee based on non-public knowledge of BBA’s future trading activity (even if not taking away an opportunity from a Client). In addition, BBA employees, under certain circumstances, are permitted to trade alongside a Client, provided that such trades are executed in the same direction as such Client’s trade, at a price that is no better than the price received by the Client, and that no adverse consequences or loss of opportunity for the Client can be construed from such trade. Any such trade must be approved by the President & Chief Compliance Officer or Deputy Chief Compliance Officer & Senior Counsel prior to execution, or, if the President & Chief Compliance Officer is making the request, by another senior BBA officer. Personal securities trading by BBA employees presents potential conflicts in that an employee could make improper use of information regarding a Client’s holdings or future transactions or research paid for by the Clients. BBA addresses this potential conflict by adhering to the policies set forth in the Code and elsewhere in its compliance manual, including those described below. Employees are required to receive pre-clearance from the Firm’s President & Chief Compliance Officer or Deputy Chief Compliance Officer & Senior Counsel (typically at least five days in advance) prior to any securities transaction in a company the predominant business of which is health care. BBA also generally requires a minimum 60-day holding period for any securities in companies the predominant business of which is health care acquired by an employee, subject to exceptions under certain circumstances. BBA monitors adherence to the personal trading policy by regularly reviewing the activity in employee trading accounts. BBA reviews personal account transactions with the approved trades list to ensure that all executed trades directed by BBA employees in single health care names were pre-approved. To help facilitate this review and abide by applicable law, employees must arrange to have their holdings and transaction information feed electronically to the Firm’s Code of Ethics monitoring system, ComplySci, or provide online access to holdings and transaction

information; or provide duplicates of certain brokerage statements and trade confirmations to the Firm. BBA’s Code also maintains policies and procedures to prevent insider trading that are designed to prevent the misuse of material, non-public information. BBA’s personnel are required to certify annually their compliance with the Code. D. Conflicts of Interest Created by Contemporaneous Trading At times BBA recommends securities to Clients, or buys or sells securities for Client accounts, at or about the same time that BBA or its related persons buys or sells the same securities for BBA’s (or the related person’s own) account. Please refer to Items 11.A, 11.B, and 11.C above, for a description of BBA’s practice and the conflicts of interest that arise, as well as how BBA addresses conflicts that arise.

A. Factors Considered in Selecting or Recommending Broker-Dealers for Client Transactions 1. Research and Other Soft Dollar Benefits BBA has authority for selecting the broker-dealer used in each transaction for Clients and for negotiating the fees to be paid to the broker-dealer in connection with such transactions. BBA will make a good faith determination that the amount of commissions paid is reasonable in light of the products or services provided by a broker. Commission rates are generally negotiable and thus selecting brokers on the basis of considerations that are not limited to the applicable commission rates may result in higher transaction costs than would otherwise be obtainable. In choosing brokers and dealers, BBA is not required to consider any particular criteria. Generally, BBA seeks the best combination of brokerage expenses and execution quality but, as discussed below, BBA is not required to solicit competitive bids for execution services or to select the broker or dealer that charges the lowest transaction cost, even if that broker provides execution quality comparable to other brokers or dealers. In evaluating “execution quality,” historical net prices (after markups, markdowns or other transaction related compensation) on other transactions is a principal factor, but other factors are also relevant, including: the execution, clearance, and settlement and error correction capabilities of the broker or dealer generally and in connection with securities of the type and in the amounts to be bought or sold; the broker’s or dealer’s willingness to commit capital; reliability, responsiveness and financial stability of the broker dealer; the size of the transaction; ability to execute transactions in liquid and illiquid markets at competitive prices without disrupting the market for a particular security, range of services provided and products offered (including research and brokerage services), quality and timeliness of market information provided, ability to maintain confidentiality, creditworthiness and financial responsibility and the market for the security. In addition to execution quality, BBA may consider whether a broker or dealer may assist in arranging the opportunity to meet with the management of companies in which BBA has invested or is considering investing on behalf of the Funds, or to third-party medical or scientific experts and research services provided by the broker or dealer. Clients may pay commissions or spreads to such firms in an amount greater than the amount another firm might charge. In addition to execution quality and access to management, BBA may consider the value of various research products or services that a broker-dealer provides to Clients or BBA. Selecting a broker-dealer in recognition of such other services or products is known as paying for those services or products with “soft dollars.” Because such research products or services could benefit BBA or its affiliates, BBA is subject to a conflict of interest in allocating Client brokerage business and has an incentive to allocate to those brokers based on this research. Broker usage is reviewed on a quarterly basis. BBA currently maintains one formalized commission sharing arrangement with a broker-dealer (the “CSA

aggregator”), which aggregates and manages the soft dollar credits BBA earns from five broker-dealers, which BBA then uses exclusively for the Funds’ benefit to pay for research services. The CSA aggregator pays certain of BBA’s third-party research expenses, certain broker research expenses, as well as Bloomberg subscription market data and execution services expenses directly out of commission credits generated to BBA’s account. BBA believes its use of “soft dollars” is within the parameters of Section 28(e) of the Securities Exchange Act of 1934 and any “soft dollar” products will generally be shared proportionally by all Clients.2 Because BBA uses its research to analyze investment opportunities for all BBA advised Funds, all BBA advised Funds benefit directly or indirectly, immediately or over time, from research provided or paid for with soft dollars. BBA causes Clients to pay commissions higher than those charged by other broker-dealers in return for soft dollar benefits. BBA does not attempt to allocate the benefits of soft dollars among BBA advised Clients in proportion to the trades that generate the soft dollars. Consequently, soft dollars generated by any one of the BBA advised Clients will pay for products and services the exclusive, primary, disproportional or immediate benefit of which will inure to one or more of the other BBA advised Funds. In such cases, certain clients will obtain a disproportionate benefit in soft dollar paid research and/or services compared to the amount of soft dollars they generate, or vice versa. As noted in “Item 5—Fees and Compensation,” the Funds would otherwise pay for this research as an expense directly. On a quarterly basis, BBA’s Trading Committee, including the President & Chief Compliance Officer, Deputy Chief Compliance Officer & Senior Counsel and Chief Financial Officer reviews the quality of BBA’s execution and the effectiveness of its order execution arrangements and execution policy. Such reviews include an analysis of the services provided by each broker-dealer. From time-to-time trade errors may occur with respect to transactions made on behalf of Clients. The Clients generally bear the costs of correcting these trade errors unless they are attributable to the gross negligence of BBA or its employees. 2. Brokerage for Client Referrals BBA maintains capital introduction relationships with various broker-dealers. In no event will BBA select a broker-dealer as a means of remuneration for recommending the Firm or any other product managed by the Firm or affording the Firm with the opportunity to participate in capital introduction programs. 3. Directed Brokerage BBA does not have any directed brokerage arrangements.

An immaterial amount of soft dollar payments may on occasion be used to pay for “nonresearch” services, in which case the Funds are credited for those payments.

B. Order Aggregation and Allocation Upon a determination to buy or sell the same security on behalf of more than one Fund (based upon the investment mandates of such Funds), BBA will generally aggregate trades, subject to best execution and BBA’s guidelines with respect to which broker-dealers may be utilized. BBA believes that aggregating orders generally leads to a more favorable price for the Funds. BBA seeks to aggregate orders and allocate investment opportunities in a manner which is in the best interest of all Funds. BBA owes each Fund a duty of loyalty and a duty to act in the Fund’s best interest. Accordingly, under no circumstances will BBA unfairly favor one Fund over another. However, although BBA generally seeks to allocate investment purchases on a pro rata basis based on the size of each Client account, the allocation of an investment purchase may be adjusted based on relevant circumstances. Typically, but not always, investment sales are allocated on current holdings. BBA is not obligated to purchase or sell for each Fund every security which it may purchase or sell for other Funds, as some transactions or investments may appear unsuitable, impractical or undesirable for a Fund. In addition, certain securities are not permitted to be purchased or held by certain Funds. Accordingly, there are situations where investment opportunities are allocated on a basis other than pro rata among all Funds based upon assets under management. Allocations may be made on a basis other than pro rata based upon assets under management for a variety of other factors relating to a given Fund or Funds, including, without limitation: the investment objectives, strategies and restrictions; portfolio and risk management strategies; tax, legal, regulatory and other considerations; asset levels and cash flow considerations; portfolio liquidity; timing and size of capital contributions and redemptions; market conditions; whether certain accounts would receive nominal or de minimis allocation amounts; portfolio concentration; participation in prior investments in the same issuer; and liquidity considerations, among others. BBA has implemented additional controls to further its efforts to treat all Funds fairly, regardless of their corresponding fee-structure. In particular, BBA periodically reviews its trade allocations and records the allocation methodology for each trade. Notwithstanding any of the foregoing, BBA, to the extent within its control, will act in a manner that it believes over the long term is fair and equitable to all of its Funds.

A. Economic Benefit for Providing Services to Clients BBA does not receive an economic benefit from anyone, other than a Client, for providing investment advice or other advisory services to BBA Clients. B. Compensation to Non-Supervised Persons for Client Referrals BBA utilizes several broker-dealers for capital introduction services. BBA does not otherwise compensate any person who is not a BBA supervised person for client referrals. BBA has an agreement in place with a placement agent in South Korea, which is not a supervised person of BBA, but does not currently have investors in South Korea and therefore has not yet compensated the placement agent. If a South Korean investor were to invest in a Client, such compensation would take the form of a contractually agreed upon fee and would not be paid as a “finder’s fee” or incentive fee.

There have been no legal or disciplinary events involving either BBA or any of its management persons that BBA believes would be material to an Investor’s, Fund’s, or prospective Investor’s evaluation of BBA’s advisory business or the integrity of BBA’s management.

A. Frequency and Nature of Review of Client Accounts BBA’s Investment Committee (currently comprised of BBA’s Managing Members) meets quarterly to review the portfolio status and activity of the Clients and to consider whether the portfolio should change investments and capital allocation based on various factors, which may include, but are not limited to, changes in company fundamentals, key industry personnel, scientific and medical developments, news and press releases, general market conditions and assessment of the financial consequences of particular events derived from general information or such other material as is appropriate under the particular circumstances. BBA’s Portfolio Risk Management Committee (currently comprised of BBA’s Managing Members, President & Chief Compliance Officer, and Chief Financial Officer) meets quarterly to review the portfolio concentration and variation in concentration of the Clients to ensure adherence to Client risk limits and investment objectives as well as BBA’s investment allocation policies. BBA’s Trading Committee (currently comprised of BBA’s President & Chief Compliance Officer, Trader, Chief Financial Officer, and Deputy Chief Compliance Officer & Senior Counsel) meets at least monthly to review the applicable trading and public filing requirements and restrictions of the Client portfolios. BBA’s investment team meets at least monthly to discuss existing portfolio positions, prospective portfolio positions, industry developments, scientific developments, overall market themes, and to provide input to BBA’s Investment Committee. Material changes in market conditions, industry outlook, market outlook, price levels, or portfolio company fundamentals may trigger other than a periodic review of Client accounts. B. Factors Prompting Review of Client Accounts Other than a Periodic Review Please see Item 13.A, above for a description of the factors that trigger other than a periodic review. C. Content and Frequency of Account Reporting to Clients Investors in the Funds generally receive unaudited monthly or quarterly written reports of the performance of such Funds and annual reports containing audited financial statements and other indicia of performance.

BBA and the General Partners are deemed to have custody of the assets of the Funds, by virtue of their status as investment manager or general partner, respectively, under Rule 206(4)-2 of the Advisers Act (the “Custody Rule”). Neither BBA nor the General Partners have actual physical custody of any Fund’s assets; rather, other than as described below, all such freely tradeable assets are held in the name of each applicable Fund by an independent qualified custodian. At times when BBA participates in a financing, there can be a delay in the time that the physical restricted shares are delivered from the transfer agent to the qualified custodian, or in the case of electronic book entry securities, there may be a delay in the posting to the respective Funds’ account at the transfer agent. Investors in the Funds will not receive statements from any prime broker or custodian. Instead, the Funds are subject to an annual audit by an independent public accountant that is registered with the PCAOB and audited financial statements are distributed to each Investor. The audited financial statements will be prepared in accordance with U.S. GAAP and distributed within 120 days of each Funds’ fiscal year end. BBA does not usually maintain physical custody of the Funds’ cash or securities. However, in connection with certain private placements, at the direction of the issuer of those securities, the securities may be custodied with the issuer(s) or with the issuer’s designee (i.e. transfer agent). These types of securities are always restricted securities or securities for which no market exists and would require a conversion process to make them freely tradeable (i.e. non-voting). These types of securities are always restricted and when the restrictions are removed they are then eligible to be transferred for custody to one or more of the Funds’ prime brokers.

BBA has discretionary authority to manage the assets of the Clients, subject, in the case of certain Clients, to certain concentration and other limitations on the amounts of certain types of investments that such Clients may make, as more fully provided in such Clients’ governing documents and/or limited partnership agreements (in the case of the Funds) and management agreements. Subject to the applicable concentration and other limits, BBA is generally authorized to make all purchase and sale decisions for the Clients and Investors do not have the ability to impose limitations on BBA’s discretionary authority. The limited partnership agreements of the Funds generally contain a power of attorney that grants to the General Partners certain powers related to the orderly administration of the affairs of the applicable Fund. Please see Item 4 for additional information regarding BBA’s advisory services.

From time to time, an issuer of an equity security that is owned by a Fund will conduct a proxy solicitation of its shareholders to vote on various matters. As a general matter, the operative agreements between BBA and its Funds delegate the power to vote such proxies to BBA. BBA will vote proxies in the best interests of each particular Client. BBA also reserves the right not to vote such Client securities if it reasonably determines that not voting on the matter will not have a negative impact on Funds’ interests. BBA will abstain from voting on a matter where the cost of assessing its vote outweighs the benefit to its Funds, which is typically the case where (a) BBA’s aggregate interest in the company represents less than 3% of BBA’s net asset value in the company and (b) BBA’s aggregate interest represents less than 10% of the voting interest in the company. In cases where a BBA employee is on the board of directors of a Fund portfolio company, it is generally BBA’s practice to vote in favor of all of the items on that company’s proxy ballot. If a BBA employee becomes aware that a conflict (or potential conflict) exists between the interests of BBA and a Fund with respect to a proxy vote, the employee must bring the conflict to the attention of the President & Chief Compliance Officer or Deputy Chief Compliance Office & Senior Counsel, who will determine the appropriate course of action. BBA has retained Broadridge’s ProxyEdge service to assist it in voting certain proxies with respect to Fund securities. The President & Chief Compliance Officer or Deputy Chief Compliance Officer & Senior Counsel periodically reviews the third party to assure that all proxies are being properly voted and appropriate records are being retained. Investors may obtain a copy of BBA’s proxy voting policies and procedures, as well as the manner in which proxy votes have been cast on behalf of Clients, by request to Scott Lessing, President & Chief Compliance Officer, Baker Bros. Advisors LP, 860 Washington Street, 3rd Floor, New York, NY 10014. BBA will direct Client participation in class actions. BBA has engaged a class action service provider to assist in filing of class action claims and collection/recovery where applicable. The President & Chief Compliance Officer will determine whether Clients will (a) participate in a recovery achieved through a class action; or (b) opt out of the class action and separately pursue their own remedy. However, BBA will only participate in class actions where there is an expected material financial benefit to BBA Clients. As discussed above, BBA has authority to vote Client securities.

BBA is not required to include a balance sheet for its most recent fiscal year as it does not require or solicit prepayment of more than $1,200 in fees per Client, six months or more in advance, is not currently aware of any financial condition that is reasonably likely to impair its ability to meet contractual commitments to its Client, and has not been the subject of a bankruptcy petition at any time during the past ten years.