Blue Water Life Science Advisors, LP

General Description of Advisory Firm Blue Water Life Science Advisors, LP (the “Adviser” or “Blue Water”), is a limited partnership organized under the laws of the State of Delaware. The Adviser is located in Larkspur, California. Nathaniel (“Nate”) T. Cornell is the principal owner of Blue Water and currently serves as the Portfolio Manager and Chief Compliance Officer. Description of Advisory Services (including any specializations) The Adviser provides discretionary investment advisory services to private investment funds and each of their related co-invest vehicles and special purpose vehicles (each, a “Fund” and together, the “Funds”) which are offered to Fund qualified investors. In the future, Blue Water may form additional funds, including feeder and parallel funds, co-investment vehicles or special purpose vehicles. Currently, the Funds advised by Blue Water consist of the following: -

Blue Water Life Science Fund, LP (the “Onshore Feeder Fund”), Blue Water Life Science Offshore Fund, Ltd. (the “Offshore Feeder Fund”), and the Blue Water Life Science Master Fund, Ltd. (the “Master Fund”, and together with Onshore Feeder Fund and Offshore Feeder Fund, the “LS Funds”).

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Blue Water Special Opportunities, LP, and Blue Water Special Opportunities II, LP, coinvestment vehicles that generally invest opportunistically in securities issued by a limited number of portfolio companies; and

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Blue Water Ventures Fund, LP (the “Ventures Fund”).

The Funds focus on Fund investments in life sciences companies with a focus on technology platforms, diagnostics, and devices. Funds may opportunistically invest in emerging pharmaceutical companies, establish short sale positions, and deploy portfolio hedges. Notwithstanding the foregoing, the Adviser has the flexibility to make a broad range of investments and to act opportunistically on behalf of the Funds. This Brochure is not an offer to invest in a Fund. Any such offer would only be made through the provisions of a Private Placement Memorandum (the “Memorandum”), and/or limited partnership agreement (the “LPA”) or Investment Management/Limited Partner Advisory Agreement (the “IMA”). Information included in this Brochure is intended to provide a useful summary about the Firm, but it is qualified in its entirety by information included in a Memorandum, LPA or IMA. Availability of Tailored Services for Individual Funds Blue Water’s advisory services are provided to its Funds pursuant to the terms of each Fund’s applicable offering documents. The advisory services a Fund receives are tailored to meet the specified investment objectives and strategies as set forth in the Fund’s offering documents. Investors generally cannot impose additional investment guidelines, restrictions, or other requirements on such Fund.

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Wrap Fees The Adviser currently does not participate in any wrap fee programs. Fund Assets Under Management As of December 31st, 2025, the Adviser manages $192,567,723 in regulatory assets under management (or “RAUM,” as defined for purposes of ADV) on a discretionary basis, which includes assets attributable to a new Fund launched in February 2026.

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Advisory Fees and Compensation The Adviser, a General Partner and/or another affiliated entity generally receives management fees, carried interest or other similar profits allocations from the Funds. The specific governing documents for each Fund set forth the fee arrangement for such Fund. From time to time, the Funds may enter into side letters or other written understandings with individual investors that have the effect of establishing rights under, or altering or supplementing, the terms of a particular Fund’s Memorandum, LPA and/or IMA. The altered terms may include but are not limited to the compensation received by a General Partner from a Fund such as management fees and/or carried interest. Blue Water does not impose a uniform schedule of management fees or performance-based compensation for all Funds (and their respective investors). Pooled Investment Vehicles Asset-Based Compensation With respect to each investor in an LS Fund with interests in the “Class S” or “Class T” currently offered classes interests or shares (as applicable) therein, the Adviser will receive a quarterly management fee (the “LS Management Fee”) in advance equal to 0.5% (2.00% annually) based on the capital account or series account (“Capital Account”) balance of such investor at the beginning of the calendar quarter (as described in each LS Fund’s governing documents). In general, the portion of the LS Management Fee attributable to a particular special investment will be charged to the Class S interests/shares or other Classes of interests/shares (if any) held by the investors participating in the special investment or to an expense reserve established in respect of a special investment, as applicable (the determination as to whether an expense relates specifically to a particular special investment will be made by the Adviser in its sole discretion). In the event of a withdrawal by an investor from its Capital Account prior to the end of a calendar quarter, the quarterly LS Management Fee for such calendar quarter will not be prorated. Investors who are permitted by the general partner or directors (as applicable) of the applicable LS Fund, in their sole discretion, to contribute capital to such LS Fund on a date other than the first five (5) business days of a calendar month are charged a pro rata LS Management Fee as to that contribution. Investors who are permitted by the general partner or directors (as applicable) of the applicable LS Fund, in their sole discretion, to contribute capital on a date during the first five (5) Business Days of a calendar month are charged a LS Management Fee as to that contribution as if such contribution were made as of the first day of such month. With respect to each investor in the Ventures Fund, the Adviser will receive a quarterly management fee (the “Venture Management Fee” and, together with the LS Management Fee, the “Management Fee”) in advance equal to 0.5% (2.00% annually) of (x) during the Ventures Fund’s investment period, each investor’s capital commitment to the Fund and (y) after the investment period, each investor’s net invested capital. The Venture Management Fee will be prorated for partial quarters. Notwithstanding the foregoing, the Adviser, in its discretion, may waive all or a portion of the Management Fee as to a Fund investor, including any such investors affiliated with the Adviser, or may agree with a Fund investor to other changes in the Management Fee with respect to such investor. Performance-Based Compensation With respect to the LS Funds, Blue Water Life Science Fund GP, LLC, a Delaware limited liability company that serves as the general partner of the Onshore Feeder Fund, an affiliate of the Adviser (the “LS General Partner”) (the LS General Partner also serves as the general partner to Blue Water Special Opportunities,

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LP and Blue Water Special Opportunities II, LP), will be allocated an annual profit allocation from the Master Fund equal to 20% of the profits (including realized and unrealized gains and losses) allocated in respect of the capital account/series of shares of each LS Fund investor holding Class S and T interests/shares in the applicable LS Feeder Fund (each a “Performance Allocation”) that exceed the “Prior High NAV” (i.e., the “high water mark”) in respect of such capital/series of shares. Any Performance Allocation allocated to the LS General Partner with respect to a particular period is not subject to reduction, refund, or “claw back” based on subsequent changes in an investor’s loss carryforward account.

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The Performance Allocation will be determined separately with respect to each Capital Account of an investor in the applicable LS Fund. The Performance Allocation will also be calculated separately as to each special investment held by the LS Funds in substantially the same manner. If a LS Fund investor makes a withdrawal/redemption from the applicable LS Fund other than at the end of a fiscal year including in connection with a mandatory withdrawal/redemption, a Performance Allocation will be determined with respect to such withdrawal/redemption as of the applicable withdrawal/redemption date and will be allocated on such date to the LS General Partner. With respect to the Ventures Fund, Blue Water Life Science Ventures GP LLC, a Delaware limited liability company that serves as the general partner of the Ventures Fund and is an affiliate of the Adviser (the “Venture General Partner”) will receive “carried interest” distributions (“Carried Interest Distributions) in respect of each Ventures Fund limited partner on an investment-by-investment basis, subject to such Ventures Fund limited partner achieving a return of capital on the investment generating the investment proceeds in respect of which such Carried Interest Distributions are distributed (as well as return of capital in respect of previously realized or written-off investments). Carried Interest Distributions will be distributed to the Venture General Partner at varying rates: (i) they will be distributed at a rate of 20% with respect to investment proceeds exceeding a return of capital and until the applicable Venture investor has received a 300% return on its invested capital; (ii) they will be distributed at a rate of 25% with respect to investment proceeds exceeding a 300% return and until the applicable Venture investor has received a 500% return on its invested capital; and (iii) they will be distributed at a rate of 30% with respect to investment proceeds exceeding a 500% return. Notwithstanding the foregoing, the LS General Partner or the Venture General Partner, in its discretion, may waive all or a portion of the Performance Allocation or Carried Interest Distributions (as applicable) as to the applicable Fund investor, or may agree with an applicable Fund investor to other changes in the Performance Allocation or Carried Interest Distributions (as applicable) with respect to that investor. Co-investment vehicles have in the past and are expected to have lower management fees and/or performance-based compensation terms than as described above. Payment of Fees Management Fee, Performance Allocation and Carried Interest Distributions (if applicable) are generally deduced from Fund accounts by instructing the Fund’s custodian. The Adviser or its affiliates shall send an invoice to the custodian indicating the amount of the fees, allocations or distributions to be deducted from the relevant Fund account. With respect to each Fund, the Management Fees, Performance Allocation and Carried Interest Distributions, if any, are generally deducted from such Fund directly after such Management Fee, Performance Allocation and Carried Interest Distributions have been calculated and are payable in accordance with such Fund’s governing documents. Accordingly, (i) the Adviser deducts the Management Fees quarterly in advance, the Performance Allocation is allocable annually (or on an earlier withdrawal of a Fund investor as to amounts withdrawn, or at the of the realization of a special investment with respect to Performance Allocation attributable to that special investment), and the Carried Interest Distributions generated by proceeds on a certain investment are distributed at the time the Ventures Fund disposes such investment.

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Other Fees and Expenses In addition to paying Management Fees and, if applicable, Performance Allocation, Carried Interest Distributions (or the equivalent) or other compensation, Fund accounts will also be subject to other investment expenses such as custodial charges, brokerage fees, commissions and related costs; interest expenses; taxes, duties and other governmental charges; transfer and registration fees or similar expenses; costs associated with foreign exchange transactions; other portfolio expenses; and costs, expenses and fees (including, investment advisory and other fees charged by investment advisers with, or funds in, which the Fund’s account invests) associated with products or services that may be necessary or incidental to such investments or accounts. Fund assets may be invested in pooled investment vehicles. In these cases, Funds will bear their pro rata share of the underlying fund’s operating and other expenses including, in addition to those listed above: sales expenses, legal expenses, internal and external accounting, audit and tax preparation expenses, and organizational expenses. Fund assets may be invested in money market mutual funds, exchange traded funds (“ETF”) or other registered investment companies. In these cases, the Fund will bear its pro rata share of the investment management fee and other fees of such money market mutual funds, ETFs or other registered investment companies, which are in addition to the investment Management Fee paid to the Adviser. Please refer to Item 12 below for a discussion of the Adviser’s brokerage practices. Each of our Funds bear various costs, fees, and expenses in addition to the compensation payable to the Adviser or an affiliate of the Adviser. Although we set forth enumerated lists below, all investors in our Funds and prospective investors should review the private placement memorandum of their respective fund (including any relevant supplements) and other governing documents for each applicable Fund, which may discuss additional costs, fees and expenses not discussed below. Funds will pay or reimburse Blue Water, subject to certain offsets as applicable, all out-of-pocket fees and expenses payable to third parties that are incurred by or on behalf of the Funds in connection with the offering interests in the Funds, and the organization of the Funds and general partner entities, including legal and accounting fees, travel and other expenses (such expenses, “Organizational Expenses”). To the extent a Fund serves as a feeder fund to a master fund, investors will indirectly bear a pro rata share of the master fund’s Organizational Expenses. The below expenses may not be applicable to all Funds. To the extent permitted under the applicable offering documents and/or governing documents, each Fund generally incurs the following operating expenses: (i) Management Fees; (ii) expenses of administering its own business, including, without limitation, auditing; accounting; ongoing legal and bookkeeping expenses; expenses related to the research, due diligence expenses such as background checks and other such costs, financing (including all amounts borrowed pursuant to a credit facility or credit extension), monitoring and disposition of actual and prospective portfolio investments whether or not such portfolio investment is consummated, including the following: third-party investment sourcing fees, including fees to introducers, intermediaries and brokers (in each case including performancebased fees); fees and expenses related to obtaining, processing and analyzing research; due diligence expenses including consulting and appraisal fees; trade order management; reconciliation tools for the benefit of such Fund; travel expenses (including transportation, lodging and meals); brokerage fees, commissions and expenses, and other securities transaction costs (including research related expenses); custodial fees and expenses; bank service fees; interest expenses and fees related to financings or refinancings; financing costs related to a credit facility or credit extension; fees and expenses of proxy research and class action related services; margin interest or interest on other borrowings; (iii) any compensation payable in connection with the management of any portfolio investment by an unaffiliated third party or management team, which may include both asset-based fees and performance-based compensation; (iv) fees and expenses relating to information technology services, hardware, software or other technology (including costs of software licensing, implementation, data management and recovery services and custom development) used to research portfolio investments, evaluate and manage risk, facilitate valuations and/or facilitate compliance

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The descriptions set forth in this Brochure of specific advisory services that the Adviser offers to Funds, and investment strategies pursued and investments made by the Adviser on behalf of its Funds, should not be understood to limit in any way its investment activities. The Adviser may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that we consider appropriate, subject to each Fund’s investment objectives and guidelines. The investment strategies we pursue are speculative and entail substantial risks. Funds should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any Fund will be achieved. The Adviser utilizes a variety of methods and strategies to make investment decisions and recommendations. These methods entail an evaluation of investment opportunities using fundamental, technical, quantitative, and qualitative analyses to determine the intrinsic value of securities and other types of instruments. The LS Funds: The LS Funds intend to achieve their investment objective by investing in well-researched life science companies with a technical focus on precision medicine and genomics. In addition, they may opportunistically establish short sale positions, deploy portfolio hedges, and decide to pursue investments in the biopharma or emerging pharmaceutical sector. Prior to investing in a portfolio company, the Adviser will generally analyze the company’s historical financials and conduct a qualitative assessment of the company’s long-term competitive advantages. The LS Funds seek to invest in publicly traded life science companies that promise to disrupt current practices and improve diagnoses, research and clinical outcomes. The emphasis will be on precision medicine and related technologies with transformative growth opportunities. The Adviser will look for opportunities with asymmetric return profiles, where potential growth prospects do not reflect current valuations. The Adviser will also evaluate investments in emerging pharmaceutical companies. The LS Funds will seek to invest in publicly traded opportunities with clear paths to profitability and value creation, or companies that are approaching an inflection point in revenue or earnings growth. It will not be uncommon for the LS Funds to have twenty or fewer concentrated positions or, if market conditions warrant, a sizeable cash position. The LS Funds do not intend to invest an amount greater than twenty percent (20%) of their gross asset value in any single portfolio company (measured at the time of investment in such portfolio company), but the LS Funds may engage in margin or leveraged transactions. Specifically, the LS Funds may leverage up to 50% of their capital, including the use of shorts and option trading. Blue Water Ventures Fund, LP: The Ventures Fund’s investment objective will be to seek long-term capital appreciation by making portfolio investments in early-stage portfolio companies in the life sciences sector with a focus on precision medicine and genomics. The Adviser will look for portfolio investments with asymmetric return profiles, where potential growth prospects do not reflect current valuations. The Ventures Fund will seek to invest in portfolio companies with clear paths to profitability and value creation, or portfolio companies that are approaching an inflection point in revenue or earnings growth. Ultimately, through fundamental research, the Adviser will seek to develop a conviction in a business’s future prospects and estimate what it believes to be the portfolio company’s investment merits, resulting in target entry and exit prices. If new developments warrant it, price targets will be altered, either higher or lower, or positions added to or eliminated based on the risk/reward trade-off and assumptions as to future expectations. Given the Adviser’s strict criteria for deploying capital, the Ventures Fund will deploy capital on a selective basis. It will not be uncommon for the Ventures Fund to have a small number of concentrated

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positions or, if market conditions warrant, a sizeable cash position. The Ventures Fund will borrow and otherwise incur leverage pursuant to the Ventures Funds governing documents. Blue Water Special Opportunities, LP and Blue Water Special Opportunities II, LP: The Funds are coinvestment vehicles that generally invests in securities issued by a limited number of portfolio companies. The following risk factors do not purport to be a complete list or explanation of the risks involved in an investment in the Funds advised by the Adviser and each risk factor may not be applicable to every Fund. These risk factors include only those risks the Adviser believes to be material, significant or unusual and relate to particular significant investment strategies or methods of analysis employed by the Adviser. Investors in co-investment vehicles we advise should also review the disclosures in this item, although not all risk factors may be applicable to a particular co-investment vehicle’s investment strategy. Prospective investors should carefully consider the following risk factors before investing in the Funds. General Investment and Market Risks. All securities investments risk the loss of capital. The nature of the investments to be purchased and traded by the Funds, and the investment techniques and strategies to be employed by the Adviser, may increase this risk. While the Adviser will use its best efforts in the management of the investments, there can be no assurance that the Funds will not incur losses. Many unforeseeable events, including changing supply and demand, interest rates, merger activities, governmental laws, regulations and enforcement activities, trade, fiscal and monetary programs and policies, and national and international political and economic developments, may cause sharp issuer- specific and market fluctuations which could adversely affect the Funds' portfolio and performance. The effect of such factors on the prices and liquidity of investments in general, or of a particular investment, is difficult to predict. The Funds are also exposed to the risk of failure of any exchanges on which investments trade or of clearinghouses that settle trades. The Adviser and the Funds cannot control any of these conditions. Issuer-Specific Changes. Changes in the financial condition of an issuer or counterparty, changes in specific economic or political conditions that affect a particular type of security or issuer, and changes in general economic or political conditions can increase the risk of default by an issuer or counterparty, which can affect a security’s or instrument’s value. The value of securities of smaller, less well-known issuers can be more volatile than that of larger issuers. Smaller issuers can have more limited product lines, markets, or financial resources. Short Selling Risk. The Adviser’s investment program may include a significant amount of short selling. Short selling transactions expose the Adviser to the risk of loss in an amount greater than the initial investment, and such losses can increase rapidly and without effective limit. There is the risk that the securities borrowed by the Adviser in connection with a short sale would need to be returned to the securities lender on short notice. If such request for return of securities occurs at a time when other short sellers of the subject security are receiving similar requests, a “short squeeze” can occur, wherein the Adviser might be compelled, at the most disadvantageous time, to replace the borrowed securities previously sold short with purchases on the open market, possibly at prices significantly in excess of the proceeds received earlier. Relative Value Risk. In the event that the perceived mis-pricings underlying the Adviser’s relative value trading positions were to fail to converge toward, or were to diverge further from, relationships expected by the Adviser, client accounts may incur a loss. Risks Related to Custodians and Brokers. The bankruptcy of a broker or custodian could cause excessive costs or loss of investor funds. If a broker with which the Advisor has an account becomes insolvent or bankrupt, the Advisor may be unable to recover all or even a portion of the assets maintained by clients with that broker. Similarly, if a custodian housing a client’s securities or other assets becomes bankrupt or insolvent, the client may be unable to recover all or even a portion of the assets held by the custodian.

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Force Majeure or other Risks. Portfolio investments may be affected by force majeure events (i.e., events beyond the control of the party claiming that the event has occurred, including, without limitation, acts of God, fire, flood, earthquakes, outbreaks of an infectious disease, pandemic or any other serious public health concern, war, terrorism, labor strikes, major plant breakdowns, pipeline or electricity line ruptures, failure of technology, defective design and construction, accidents, demographic changes, government macroeconomic policies, social instability, etc.). For example, beginning in late 2019, the media has reported a public health epidemic originating in China, prompting precautionary government-imposed closures of certain travel and business. It is unknown whether and how global supply chains may be affected if such an epidemic persists for an extended period of time. Some force majeure events may adversely affect the ability of a party (including a portfolio company or a counterparty to an Insight Equity Fund or a portfolio company) to perform its obligations until it is able to remedy the force majeure event. In addition, forced events, such as the cessation of the operation of machinery for repair or upgrade, could similarly lead to the unavailability of essential machinery and technologies. These risks could, among other effects, adversely impact the cash flows available from a portfolio company, cause personal injury or loss of life, damage property, or instigate disruptions of service. In addition, the cost to a portfolio company or a Fund of repairing or replacing damaged assets resulting from such force majeure event could be considerable. Force majeure events that are incapable of or are too costly to cure may have a permanent adverse effect on a portfolio company. Certain force majeure events (such as war or an outbreak of an infectious disease) could have a broader negative impact on the world economy and international business activity generally, or in any of the countries in which Funds may invest specifically. Additionally, a major governmental intervention into industry, including the nationalization of an industry or the assertion of control over one or more portfolio companies or its assets, could result in a loss to Funds, including if the investment in such portfolio companies is canceled, unwound or acquired (which could be without adequate compensation). Prolonged changes in climatic conditions may have significant impact on the revenues, expenses and conditions of certain Fund investments. While the precise future effects of climate change are unknown, it is possible that climate change could affect precipitation levels, droughts, wind levels, annual sunshine, sea levels and the severity and frequency of storms and other severe weather events. Reductions in precipitation levels, wind or sunlight could materially adversely affect the revenues and cash flows of renewable energy related assets that depend on the capture of waterflow, wind or sunlight to derive revenues. If such reductions are significant, any such assets may be rendered inoperable. Conversely, significant increases in precipitation or wind velocity could cause damage to such assets or create periods when such assets are not able to function. In the event that climate change causes sea levels to rise, certain portfolio companies may be forced to incur expenses to prevent assets from being damaged or rendered unusable by such rising sea levels. Any of the foregoing may therefore adversely affect the performance of Funds and their investments. Limited Diversification. Fund accounts will not be diversified among a wide range of types of securities, countries or industry sectors. As a consequence, the aggregate return of the Funds may be materially and adversely affected by the unfavorable performance of even a single portfolio investment. Funds will be focused on investments in the life sciences sector, and, therefore, will involve more risk and will be subject to greater market fluctuations than a portfolio of investments that is not concentrated in a particular industry or industry sector. If the overall state of the industry or the specific sectors and companies in which the Funds invests perform poorly, the Fund will be adversely affected.

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The Firm primarily provides investment advice to the Funds, as described above. Private funds advised by the Firm may include partnerships or other pooled investment vehicles formed under domestic or non-U.S. laws and operated as exempt investment pools under the Investment Company Act of 1940, as amended (the “Company Act”). Investors participating in private funds advised by the Firm may include high net-worth individuals, financial institutions, corporations, sovereign wealth funds, endowment funds, charitable organizations, public and private pension funds and other investment funds (which may include entities that are owned, directly or indirectly, by partners or employees of Blue Water). Interests in the Funds are offered on a private placement basis, and where applicable, in reliance on Section 3(c)(7) of the Company Act, to persons who generally are “accredited investors” as defined under the Securities Act of 1933, as amended (the “Securities Act”), and “qualified purchasers” as defined under the Company Act, and who are subject to certain other conditions, which are fully set forth in the offering documents of such Funds. Interests in, or shares of, the offshore feeder fund are generally offered to persons who are not “U.S. Persons,” as defined under Regulation S of the Securities Act, or who are tax-exempt U.S. Persons (or entities substantially comprised of tax-exempt U.S. Persons) on a private placement basis, and who are subject to certain other conditions, which are fully set forth in the offering documents of such Funds. Blue Water employees who qualify as “knowledgeable employees” under Rule 3c-5 of the 1940 Act are also permitted to invest directly or indirectly in the Funds. Minimum initial investment amounts vary among the Funds, as described in the applicable Fund’s respective Memorandum. Such minimum investments, however, may be waived or modified by the applicable General Partner of the Funds, in its sole discretion. To invest in the Fund, an investor must be an accredited investor and, if subject to a performance fee, must be a qualified client as defined by Section 205 of Advisers Act and Rule 205-3 thereunder.

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The Adviser and its investment personnel provide investment management services to multiple Funds. The Adviser is entitled to be paid performance-based compensation by Fund accounts. Please refer to Item 5 for a discussion of performance-based compensation paid to the Adviser. The Adviser and its investment personnel manage Fund accounts that are charged performance-based compensation. In addition, certain Fund accounts may have higher asset-based fees or more favorable performance-based compensation arrangements than other accounts. Because the Adviser and its investment personnel manage more than one Fund account, a potential exists for one Fund account to be favored over another Fund account. The Adviser and its investment personnel at times will have a greater incentive to favor Fund accounts that pay the Adviser (and indirectly the investment personnel) performance-based compensation or higher fees. The Adviser has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of multiple accounts, including accounts with multiple fee arrangements, and the allocation of investment opportunities. These areas are monitored by the Adviser’s Chief Compliance Officer. The performance of similarly managed accounts is also regularly compared to determine whether there are any unexplained significant discrepancies Additional information regarding the allocation of investment opportunities is provided in Item 11.

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Broker-Dealer Registration Status Neither the Adviser nor any management persons of Blue Water are registered, or have an application pending to register, as a broker-dealer a registered representative of a broker-dealer. Commodities-Related Registration Neither the Adviser nor any management persons of Blue Water are registered or 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. Material Relationships or Arrangements with Industry Participants As discussed above, affiliates of the Adviser serve as the General Partners of the applicable Funds. These affiliated advisers are under common control and subject to the Adviser’s Code of Ethics and Advisers Act compliance program pursuant to the requirements of the Adviser Act. Material Conflicts of Interest Relating to Other Investment Advisers Blue Water does not recommend or select other investment advisers for their clients.

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Code of Ethics The Adviser has adopted a Code of Ethics (the “Code”) that obligates the Adviser and its related persons to put the interests of the Funds before their own interests and to act honestly and fairly in all respects in their dealings with Funds. See below for further provisions of the Code as they relate to the pre-clearing and reporting of securities transactions by related persons. The Code incorporates the following general principles that all employees are expected to uphold: • • • •

employees must at all times place the interests of Funds first; all personal securities transactions must be conducted in a manner consistent with the Code and any actual or potential conflicts of interest or any abuse of an employee’s position of trust and responsibility must be avoided; employees must not take any inappropriate advantage of their positions; and information concerning the identity of securities and financial circumstances of the Funds, including the Funds’ investors, must be kept confidential.

Fund Transactions in Securities where Adviser has a Material Financial Interest The Adviser or its related persons may invest Fund assets in one or more investment companies (and offshore investment vehicles for non-U.S. Funds) for which the Adviser acts as a general partner and/or investment adviser (e.g., a Fund). This practice creates a conflict of interest because the Adviser or related person has an incentive to recommend/buy securities from (or sell securities to) Funds based on its own financial interests, rather than solely the interests of a Fund. In addition, this practice results in the Fund’s account being charged its pro rata share of the investment management fee at both levels. The Adviser addresses this conflict of interest by waiving investment advisory fees at the principal level. The Adviser at times determines that it would be in the best interests of certain Funds to transfer a security from one Fund to another (each such transfer, a “Cross Trade”) for a variety of reasons, including, without limitation, tax purposes, liquidity purposes, to rebalance the portfolios of the Funds, or to reduce transaction costs that may arise in an open market transaction. If the Adviser decides to engage in a Cross Trade, the Adviser will determine that the trade is in the best interests of each Fund involved in it and take steps to ensure that the transaction is consistent with the duty to obtain best execution for each of those Funds. In addition, cross transactions are not permitted for benefit plan or other similar accounts that are subject to ERISA. The Adviser may execute Cross Trades with the assistance of a broker-dealer who executes and books the transaction at the close of the market on the day of the transaction. Alternatively, a Cross Trade between two Funds may occur as an “internal cross”, where the Adviser may instruct the custodian for the Funds to book the transaction at the price determined in accordance with the Adviser’s valuation policy. If the Adviser effects an internal cross, the Adviser will not receive any fee in connection with the completion of the transaction. To the extent that Cross Trades may be viewed as principal transactions due to the ownership interest in a Fund by the Adviser or its personnel, the Adviser will comply with the requirements of Section 206(3) of the Advisers Act. Investing in Securities Recommended to Funds The Adviser has adopted the personal trading restrictions and requirements described below to: (i) prevent improper personal trading by employees of the Adviser; (ii) prevent improper use of material,

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non-public information about securities recommendations made by the Adviser or securities holdings of Funds; (iii) identify conflicts of interest; and (iv) provide a means to resolve any actual or potential conflict in favor of the Fund. While it is impossible to define all situations that might pose such a risk, the Adviser's Code is designed to address those circumstances where such risks have been identified and may be likely to arise. The Adviser's Code adopts a set of procedures with respect to transactions effected by its employees for their “personal accounts.” The Adviser and its employees may purchase or sell specific securities for their personal accounts based on personal investment considerations without regard to whether the purchase or sale of such securities is appropriate for Funds. An employee must adhere to certain procedures when buying or selling a security for a personal account. These procedures will include, among other things: (i) the employee must confirm that he or she is not in receipt of material, non-public information; (ii) the employee must seek approval from the Chief Compliance Officer for all trades of reportable securities made for a personal account (generally preclearance is not required for transactions in ETFs unless they have predominant exposure in healthcare sector); and (iii) the employee must execute all approved trades on the day the approval for such trade is given. If the trade is not executed on such day, the employee must seek new approval. From time to time, trading by the Adviser and its employees (and certain of their relatives) in particular securities may be restricted in recognition of impending investment decisions on behalf of Funds. If transaction orders for a Fund and the Adviser (and/or its employees and certain of their relatives) are not aggregated, the transaction orders for the Adviser (and/or its employees and relatives) will be the last orders filled. Conflicts of Interest It is important to note that Nate Cornell serves as both the Portfolio Manager and the Chief Compliance Officer of the Adviser. While this dual role is not uncommon in the industry, it does present potential conflicts of interest, particularly concerning the independence of the compliance function. To mitigate these potential conflicts, we separate financial and compliance responsibilities to the extent possible. This includes delegating certain compliance tasks to qualified staff members and/or an external compliance consultant under the supervision of the CCO. Our external compliance consultant conducts periodic reviews of our compliance program. These reviews provide an objective assessment of our adherence to regulatory requirements and the effectiveness of our internal controls.

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Factors Considered in Selecting or Recommending Broker-Dealers for Fund Transactions The Adviser has full discretionary authority to manage the Funds, including authority to make decisions with respect to which securities are bought and sold, the amount and price of those securities, the brokers or dealers to be used for a particular transaction, and commissions or markups and markdowns paid. The Adviser’s authority is limited by its own internal policies and procedures and each Funds' investment guidelines. Portfolio transactions for the Funds will be allocated to brokers and dealers on the basis of numerous factors and not necessarily lowest pricing. Brokers and dealers may provide other services that are beneficial to us and/or certain Funds, but not beneficial to all Funds. Subject to best execution, in selecting brokers and dealers (including prime brokers) to execute transactions, provide financing and securities on loan, hold cash and short balances and provide other services. The Adviser considers a number of factors in selecting a broker-dealer to execute transactions (or series of transactions) and determining the reasonableness of the broker-dealer’s compensation. Such factors include net price, reputation, financial strength and stability, efficiency of execution and error resolution, offering to the Adviser on-line access to computerized data regarding a Fund’s accounts. In selecting a broker- dealer to execute transactions (or series of transactions) and determining the reasonableness of the broker- dealer’s compensation, the Adviser need not solicit competitive bids and does not have an obligation to seek the lowest available commission cost. It is not the Adviser’s practice to negotiate “execution only” commission rates, thus a Fund may be deemed to be paying for research, brokerage or other services provided by a brokerdealer which are included in the commission rate. Research and Other Soft Dollar Benefits The Adviser receives research or other products or services other than execution from a broker-dealer and/or a third party in connection with Fund securities transactions. This is known as a “soft dollar” relationship. The Adviser will limit the use of “soft dollars” to obtain research and brokerage services to services that constitute research and brokerage within the meaning of Section 28(e) of the Securities Exchange Act of 1934, as amended (“Section 28(e)”). Research services within Section 28(e) may include, but are not limited to, research reports (including market research); certain financial newsletters and trade journals; software providing analysis of securities portfolios; corporate governance research and rating services; attendance at certain seminars and conferences; discussions with research analysts; meetings with corporate executives; consultants’ advice on portfolio strategy; data services (including services providing market data, company financial data and economic data); advice from broker-dealers on order execution; and certain proxy services. Brokerage services within Section 28(e) may include, but not limited to, services related to the execution, clearing and settlement of securities transactions and functions incidental thereto (i.e., connectivity services between an adviser and a broker-dealer and other relevant parties such as custodians); trading software operated by a broker-dealer to route orders; software that provides trade analytics and trading strategies; software used to transmit orders; clearance and settlement in connection with a trade; electronic communication of allocation instructions; routing settlement instructions; post trade matching of trade information; and services required by the SEC or a self-regulatory organization such as comparison services, electronic confirms or trade affirmations. When the Adviser uses Fund commissions to obtain Section 28(e) eligible research and brokerage products and services, it receives a benefit because it does not have to produce or pay for the research, products or service. The Chief Compliance Officer will periodically review and evaluate the Adviser’s soft dollar

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practices and to determine in good faith whether, with respect to any research or other products or services received from a broker-dealer, the commissions used to obtain those products and services were reasonable in relation to the value of the brokerage, research or other products or services provided by the broker- dealer. This determination will be viewed in terms of either the specific transaction or the Adviser’s overall responsibilities to the accounts or portfolios over which the Adviser exercises investment discretion. The use of Fund commissions (or markups or markdowns) to obtain research and brokerage products and services raises conflicts of interest. For example, the Adviser will not have to pay for the products and services itself. This creates an incentive for the Adviser to select or recommend a broker-dealer based on its interest in receiving those products and services. The Adviser may cause Funds to pay commissions (or markups or markdowns) higher than those charged by other broker-dealers in return for soft dollar benefits (known as paying-up), resulting in higher transaction costs for Funds. Research and brokerage services obtained by the use of commissions arising from a Fund’s portfolio transactions may be used by the Adviser in its other investment activities, including, for the benefit of other Fund accounts. The Adviser does not seek to allocate soft dollar benefits to Fund accounts proportionately to the soft dollar credits the accounts generate. The Adviser may participate in “client commission arrangements” pursuant to which the Adviser may execute transactions through a broker-dealer and request that the broker-dealer allocate a portion of the commissions or commission credits to another firm that provides research and other products to the Adviser. The Adviser excludes from use under these arrangements those products and services that are not eligible under Section 28(e) and applicable regulatory interpretations. Research products and services provided by brokers through which Fund transactions are executed, settled and cleared may include research reports on particular industries and companies, economic surveys and analyses, recommendations as to specific securities, access to management and other products and services providing lawful and appropriate assistance to the Adviser in the performance of its investment decisionmaking responsibilities. Brokerage for Client Referrals Neither the Adviser nor any related person receives client referrals from any broker-dealer or third party. Directed Brokerage The Adviser does not have directed brokerage arrangements. Order Aggregation The Adviser may aggregate sale and purchase orders of securities held by the Funds with similar orders being made simultaneously for other accounts managed by the Adviser if, in the Adviser’s judgment, such aggregation is reasonably likely to result in an overall economic benefit to the Funds based on an evaluation that the Funds are benefited by relatively better purchase or sale prices, lower commission expenses or beneficial timing of transactions, or a combination of these and other factors. When it does, the Adviser will allocate the securities or proceeds arising out of those transactions (and the related transaction expenses) on an average price basis among the various participants. The Adviser believes combining orders in this way will, over time, be advantageous to all participants. However, the average price could be less advantageous to the Funds than if the Funds had been the only account effecting the transaction or had completed its transaction before the other participants. To the extent that the Adviser has an interest in the Funds, there may be

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circumstances in which the Funds' transactions may not, under certain laws and regulations, be combined with those of some of the Adviser's and its affiliates’ other Funds, and the Funds may obtain less advantageous execution than such other Funds.

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Economic Benefits Received from Non-Clients for Providing Services to Clients Blue Water does not compensate any third parties for client referrals. Compensation to Non-Supervised Persons for Client Referrals Neither we nor any of our related persons directly or indirectly compensates any person who is not a supervised person, including placement agents, for client referrals.

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There are no legal or disciplinary events to report that would be material to a client's or prospective client's evaluation of our advisory business or the integrity of our management.

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Frequency and Nature of Review Each Fund account is reviewed by the Portfolio Manager or his designee on a daily basis to determine whether securities positions should be maintained in view of current market conditions. Matters reviewed include specific securities held, adherence to investment guidelines and the performance of each Fund account. Factors Prompting a Non-Periodic Review of Accounts. Significant market events affecting the prices of one or more securities in Fund accounts, changes in the investment objectives or guidelines of a particular Fund, or specific arrangements with particular Funds may trigger reviews of Fund accounts on other than a periodic basis. Content and Frequency of Regular Account Report A Fund’s investors receive reports from such Fund pursuant to the terms of such Fund’s offering memoranda or as otherwise described in the offering document of such Fund. The Funds are audited on an annual basis by an independent accounting firm. The Firm generally provides the Funds’ investors with (i) audited annual financial reports, and (ii) unaudited quarterly financial reports. In addition to the information provided to all investors, Blue Water may provide certain limited partners with additional information or more frequent reports that other limited partners will not receive, possibly enabling such limited partners to better assess the prospects and performance of the Funds. In addition, investors may be provided with information about Blue Water and the Funds in response to questions and requests, and/or in connection with due diligence meetings and other communications, but such information will not be distributed to other limited partners and prospective limited partners who do not request such information. Each limited partner is responsible for asking such questions as it believes are necessary in order to make its own investment decisions and must decide for itself whether the limited information provided by Blue Water is sufficient for its needs.

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The Adviser does not act as custodian with respect to Fund funds or securities. An independent institution (a qualified custodian) holds all Fund funds and securities. The Adviser is deemed to have custody of Fund assets with respect to the Funds because the Adviser or an affiliate serves as the general partner (or the equivalent). To comply with Rule 206(4)-2 under the Advisers Act, each Fund will be subject to an annual audit by an independent public accountant registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board. The audited financial statements of each Fund will be prepared in accordance with generally accepted accounting principles and distributed to the Fund’s investors within 120 days of the end of the Fund’s fiscal year. Investors should carefully review the audited financial statements of the Fund upon receipt and should compare these statements to any account information provided by the Adviser.

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When Blue Water provides investment advice to the Funds on a discretionary basis, an affiliate of the Adviser, usually the general partner of the applicable Fund, accepts discretionary investment authority for the applicable Fund. Generally, this investment discretion is subject only to the investment guidelines set forth in governing agreements of such Fund.

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The Adviser generally votes proxies on behalf of its Funds. In that regard, the Adviser complies with its proxy voting policies and procedures that are designed to ensure that in cases where the Adviser votes proxies with respect to Fund securities, such proxies are voted in the best interests of its Funds. In voting proxies, the Adviser votes in favor of routine corporate housekeeping proposals, including election of directors (where no corporate governance issues are implicated), selection of auditors and increases in or reclassification in common stock. In case of extraordinary circumstances, the Firm may vote against the company management’s recommendations in order to act in the best interest of its Funds and will document such proxy vote decision accordingly. If a material conflict of interest between the Adviser and a Fund exists, the Adviser will determine whether voting in accordance with the guidelines set forth in the proxy voting policies and procedures is in the best interests of the Fund. The Adviser does not make any qualitative judgment regarding its Funds’ investments. In limited circumstances, the Adviser may refrain from voting proxies where we believe that voting would be inappropriate, taking into consideration the cost of voting the proxies and the anticipated benefit to its Funds. Generally, Funds may not direct our vote in a particular solicitation. You may obtain a copy of the Adviser’s proxy voting policies and procedures and information about how the Adviser voted such Client’s proxies by contacting Chief Compliance Officer by telephone at (415) 720-3006 or by e-mail at nate@bluewaterlifescienceadvisors.com.

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The Adviser is not required to include a balance sheet for its most recent fiscal year, is not aware of any financial condition reasonably likely to impair its ability to meet contractual commitments to Funds and has not been the subject of a bankruptcy petition at any time during the past ten years.

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