Corvex Management LP

Corvex Management LP (also referred to as Corvex or our firm) is an investment advisory services firm specializing in investment management for private investment funds. Our firm was formed in December 2010 and has been a registered investment adviser since March 2012. The founder and principal owner of our firm is Keith A. Meister. Corvex PE Advisors LP (also referred to as Corvex PE), a relying adviser of Corvex, is a Delaware limited partnership formed in 2024. The indirect ultimate principal owners of Corvex PE are Keith A. Meister and Joseph E. Costa. Information in this brochure applies with respect to both Corvex and Corvex PE unless otherwise indicated.

In providing advisory services for the client funds that we sponsor, Corvex formulates the investment objective for each client fund, directs and manages the investment and reinvestment of each client fund’s assets, and provides periodic reports to investors in each client fund. Our firm focuses on fundamental, value-based investing across the capital structure in situations with identifiable catalysts. We follow an opportunistic approach to investing with a specific focus on equity investments, special situations and distressed securities. Corvex PE provides investment advisory services to client funds or accounts related to longer term or illiquid investments, including investments which may participate in, or provide capital in connection with, going private or similar transactions. As part of the Corvex PE program, these client funds or accounts may acquire a position in private or publicly traded securities in anticipation of such securities participating in a potential going private or similar transaction. Affiliates of Corvex may also contribute capital to, or be an investor in, such investments. These investments are not expected to be, in Corvex’s judgement, appropriate for the fund clients of Corvex because of, among other things, the expected size, long-term holding period or duration of the securities constituting such investments, the potential nonpublicly traded nature or the illiquidity of such securities, and as such, Corvex’s fund clients would not acquire a position in such securities. Notwithstanding the foregoing, in the event of a transaction described above, Corvex may seek to provide investors in its fund clients the opportunity, separate from such investors’ investment in those fund clients, to participate in such transaction. Any such investment opportunity would be independent of the fund client and would be an independent investment decision made by such investor. There is no certainty that Corvex will be in a position to provide such an investment opportunity to investors or, if provided, the terms applicable to such investment. We tailor our investment advice, which is provided directly to each client fund and not individually to the investors of the funds, to the individual needs and specific investment mandates of our clients. We manage the assets of each client fund in accordance with the terms of the governing documents applicable to such fund. Corvex has, and will also likely continue to, advise separately managed account clients. With respect to such clients, Corvex provides advisory services and these client assets are managed in accordance with the investment management agreement governing the relationship. While much of this brochure applies to all our clients, certain information included herein applies to specific clients only. Thus, it is crucial for any investor or prospective investor in a client fund to closely review the applicable governing documents with respect to, among other things, the terms, conditions and risks of investing. As of December 31, 2025, Corvex had approximately $4,568,423,980 of regulatory assets under management. We do not manage any client assets on a non-discretionary basis.

Corvex receives compensation from our clients based on the percentage of assets we manage and by receiving performance-based compensation. Compensation arrangements with Corvex For one of the client funds that we currently sponsor, we generally charge management fees of 1.5% (per annum) of the client’s net assets, which rate may be reduced based on the aggregate investment by an

investor in the client funds, and 20% incentive allocation of the net realized and unrealized appreciation on that client fund’s net assets annually. For another client fund that we currently sponsor, we generally charge management fees of 1% (per annum) of the client’s net assets, which such fee is generally treated as a non-refundable advance against the applicable annual 30% incentive allocation of the client fund’s cumulative gross performance in excess of the hypothetical gross performance generated by a similar investment in the S&P 500 Total Return Index or, starting in October 2024, MSCI SCI World Index (USD), depending on the series. For another client fund that we currently sponsor, we generally charge management fees of .25% (per annum) of the client’s net assets, which such fee is generally treated as a non-refundable advance against the applicable annual 30% incentive allocation of the client fund’s cumulative gross performance in excess of the hypothetical gross performance generated by a similar investment in the S&P 500 Total Return Index. Our client funds that pay an asset-based management fee typically do so monthly in advance. Investors in these client funds can typically only make withdrawals as of a calendar quarter end; a withdrawing investor will not have paid management fees in excess of what such investor owed. If an investor in such a client fund withdraws at a time other than the end of a month, we do not refund it a pro rata portion of the fees it paid at the beginning of the period. Our performancebased compensation is typically structured as a profit-sharing allocation through a general partner interest held by one of our affiliates. We typically determine and allocate the performance allocation on an annual basis for these client funds, but will determine and allocate it for shorter periods under certain circumstances (such as with respect to amounts withdrawn or redeemed from this client fund). This performance allocation may be subject to a loss carry forward or high water mark provision that generally requires that any actual or relative losses suffered by an investor in the client fund (adjusted to reflect withdrawals or redemptions) be offset by subsequent net profits before our affiliate is entitled to subsequent performance allocations from such investor in the client fund. We also charge certain client funds only performance-based compensation based on net realized profits. Investors in these client funds are typically subject to lock-up and other withdrawal provisions. These client funds are also more restricted in their investment strategy. The performance allocation and withdrawal terms are described in those client funds’ governing documents. Corvex PE compensation arrangements Corvex PE charges asset-based fees based on invested capital and/or commitments and an affiliate of Corvex PE receives the carried interest subject to, depending on the terms of a particular fund specified in its offering documents, the return of capital and a preferred return. General We deduct all compensation automatically from our client funds’ accounts pursuant to their governing documents. Our fees are usually not negotiable, although we have allowed certain significant investors to participate in our client funds at a reduced rate. We have the discretion to waive all or a portion of the asset-based fee and/or performance-based compensation, but typically only exercise this discretion for Corvex-affiliated investors. We generally do not charge an asset-based management fee or performancebased compensation to our principal or any of our employees that invest directly or indirectly in our client funds, as well as their related family members and affiliates. In addition, we occasionally enter into side letter arrangements with certain investors in our client funds, in which we may waive certain terms, or allow such investors to invest on different terms than those specifically described in the governing documents. Under certain circumstances, these agreements could create preferences or priorities for such investors with respect to other investors.

In connection with our advisory services, our clients bear all of their own expenses. Those expenses will vary, but typically include expenses associated with organization of the client fund, ongoing offering costs, investment-related expenses, such as brokerage commissions, interest expenses, clearing and settlement charges, custodial fees, travel expenses, appraisal fees, investment banking expenses, fees and profitsharing payments due to unaffiliated advisors, sub-advisors, consultants and finders, information systems costs, costs of preparing and mailing reports to investors, administrator fees, legal expenses, accounting, audit and tax preparation expenses, taxes, cost of directors’ and officers’ liability insurance, and governmental, regulatory, licensing, filing or registration expenses and fees incurred in connection with the rules of any self-regulatory organization or any foreign, U.S. federal, state or local laws. Detailed information regarding the fees and expenses charged to our clients is provided in each client’s offering documents and other governing documents. Corvex and its affiliates are permitted to receive consulting fees, investment banking fees, advisory fees, breakup fees, director’s fees, closing fees, transaction fees and similar fees in connection with actual or contemplated investments. Such fees reduce or offset management fees or performance-based fees for one or more but not for all of our clients, which may present a conflict of interest. Conflicts of interest may also arise due to the allocation of such fees to or among co-investors. Corvex currently provides discretionary advisory services for two separately managed account clients pursuant to investment management agreements. For these client accounts, we charge management fees of 1% of the client’s net assets, and 10% incentive allocation of the net realized and unrealized appreciation on that client fund’s net assets annually. Corvex also provides discretionary advisory services to two separately managed account clients pursuant to investment management agreements on an investment-by-investment basis as approved by the client, whereby we receive a performance fee to the extent that certain benchmarks are reached with respect to specific investments.

Corvex utilizes a fundamental, event-driven investment process based upon fundamental business, credit and market analysis, credit structure analysis and identification of an investment catalyst. We often seek to be an active investor and work with portfolio companies to create investment opportunities. In making our investment decisions, we generally rely on rigorous, internally-generated financial analysis of a company’s underlying business fundamentals supplemented by market expertise and event-oriented analysis. Analyses are derived from annual reports, prospectuses, public filings, inspections of corporate activities, conversations with the firm, industry and market experts, financial publications and other sources. Corvex may also utilize research materials prepared by others in making an investment decision. Corvex uses a team approach in developing its own fundamental views and an understanding of the market’s expectations for a specific situation. Corvex on behalf of its relevant fund clients seeks to apply its fundamental, event-driven approach across a variety of types of securities including long and short equities, put and call options, long and short bonds, credit default swaps, bank debt and other corporate obligations, warrants, swaps (including interest rate swaps), currencies, commodities and derivative products. Risks Despite our firm’s research and analysis, investing in securities involves a risk of loss that any client funds and investors in our client funds must be prepared to bear. The investment strategy we use entails substantial risks, including, but not limited to, those listed below. Further risk factors are listed in the offering documents of our client funds. Business Risk. The companies in which our clients invest may involve a high degree of business and financial risk. These companies, in some cases, may have significant variations in operating results, may be engaged in a rapidly changing business environment with products subject to a substantial risk of obsolescence, may require significant additional capital to support their operations, or may otherwise have a weak or unstable financial condition.

Potential Illiquidity of Investments. The market value of our clients’ investments will fluctuate with, among other things, changes in market rates of interest, general economic conditions, economic conditions in particular industries, the condition of financial markets and the financial condition of the issuers of our clients’ investments. In addition, the lack of an established, liquid secondary market for some of our clients’ investments may have an adverse effect on the market value of those investments and on our clients’ ability to dispose of them. Partly as a result of the foregoing, as well as general market inefficiencies respecting companies in varying stages of reorganizations and/or recapitalizations, a portfolio valuation for a client may not necessarily be indicative of actual results or amounts to be realized by the client from its investments. Additionally, some of our clients’ investments may be subject to certain other transfer restrictions that may contribute to illiquidity. Also, investments constituting a control position will be subject to additional transfer restrictions under federal securities and other laws by virtue of such control position which will further contribute to illiquidity. Therefore, no assurance can be given that, if we decide to dispose of a particular investment, our client fund will be able to dispose of such investment at the prevailing market price. Corvex PE will focus on longer term or illiquid investments, including investments which may participate in, or provide capital in connection with, going private or similar transactions. These investments are expected to be illiquid and subject to a long-term investment horizon. Event-Driven Strategies. The success of event-driven strategies depends on the successful prediction of whether various corporate events will occur or be consummated. When Corvex determines that a merger, exchange offer or tender offer transaction may be consummated, our clients may purchase securities at prices only slightly below the anticipated value to be paid or exchanged for such securities in the merger, exchange offer or tender offer, and substantially above the prices at which such securities traded immediately prior to the announcement of the merger, exchange offer or tender offer. The consummation of mergers, exchange offers, tender offers and other similar transactions can be prevented or delayed, or the terms changed, by a variety of factors. If the proposed transaction later appears unlikely to be consummated or is delayed, the market price of the securities may decline sharply by more than the difference between the purchase price and the anticipated consideration to be paid, resulting in a loss to our clients. Special Situation Investments. Our clients may invest in companies undergoing significant economic and corporate change. Because of the inherently speculative nature of this activity, the investment results may fluctuate from month to month and from period to period. The returns generated from such an investment program may not adequately compensate investors for the business and financial risk assumed. Investments in Undervalued Assets. Our clients may invest in undervalued assets. The identification of investment opportunities in undervalued assets is a difficult task, and there is no assurance that such opportunities will be successfully recognized or acquired. While investments in undervalued assets offer the opportunity for above-average capital appreciation, these investments involve a high degree of financial risk and can result in substantial losses. Returns generated from such investments may not adequately compensate investors in our client funds for the business and financial risks assumed. An investor should be aware that it may lose all or part of its investment in our client funds. Our clients may be forced to sell, at a substantial loss, assets which we believe are undervalued, if they are not in fact undervalued. In addition, our clients may be required to hold such assets for a substantial period of time before realizing their anticipated value. During this period, a portion of our clients’ funds would be committed to the assets purchased, thus possibly preventing our clients from investing in other opportunities. In addition, our clients may finance such purchases with borrowed funds and thus will have to pay interest on such funds during such waiting period.

Debt Securities. Our clients may invest in debt securities which may be low-rated or unrated by a recognized credit-rating agency or below investment grade and which are subject to greater risk of loss of principal and interest than higher-rated debt securities, due to a possible default by, or bankruptcy of, the issuers of the securities. Our clients may invest in debt securities which rank junior to other outstanding securities and obligations of the issuer, all or a significant portion of which may be secured on substantially all of that issuer’s assets. Our clients may invest in debt securities which are not protected by financial covenants or limitations on additional indebtedness. Our clients may invest in distressed debt securities which are subject to the significant risk of the issuer’s inability to meet principal and interest payments on the obligations (credit risk) and may also be subject to price volatility due to such factors as interest rate sensitivity, market perception of the creditworthiness of the issuer and general market liquidity risk (market risk). Our clients will therefore be subject to credit, liquidity and interest rate risks. In addition, evaluating credit risk for debt securities involves uncertainty because credit rating agencies throughout the world have different standards, making comparison across countries difficult. Furthermore, the market for credit spreads is often inefficient and illiquid, which can make it difficult to accurately calculate discounting spreads for valuing financial instruments. Potential Involvement in Litigation. Our clients or the firm could be a party to lawsuits that they initiate or that are initiated by a company in which our clients invest, other shareholders, or state and federal governmental bodies. Additionally, as a result of our clients’ potential investments in distressed investments and the possibility that Corvex may participate in restructuring activities, it is possible that our clients may become involved in litigation respecting creditor disputes and similar issues among classes of claimants. Our clients or the firm may be subject to litigation or investigations by investors or regulators arising from investors’ dissatisfaction with the performance or management of our clients’ investments or allegations of conflicts of interest, misconduct or other matters. Regardless of the outcome, any such litigation or investigation may reduce the time and attention that our firm can devote to our clients, and may detract from our firm’s ability to advise our clients. Litigation entails expense and the possibility of counterclaims against our clients and ultimately judgments may be rendered against our clients for which our clients do not carry insurance. Leverage. Our clients may leverage their capital when we believe that the use of leverage may enable our clients to capitalize on opportunities to achieve a higher rate of return as well as to meet withdrawals which would otherwise result in the premature liquidation of investments. While such borrowing will increase the investment opportunities available to our clients, it will also increase the risk of loss on such investments. In general, our clients’ potential use of short-term margin borrowings will result in certain additional risks to our clients. For example, should the securities pledged to brokers to secure our clients’ margin accounts decline in value, our clients could be subject to “margin calls,” pursuant to which our clients must either deposit additional funds with such brokers, or suffer mandatory liquidation of the pledged securities to compensate for the decline in value. In the event of a sudden precipitous drop in the value of our clients’ assets, our clients might not be able to liquidate assets quickly enough to pay off its margin debt. Short Sales. Short sales that may be engaged by certain fund clients create opportunities to increase these clients’ return but, at the same time, involve special risk considerations and may be considered a speculative technique. Since these clients, in effect, profit from a decline in the price of the securities sold short without the need to invest the full purchase price of the securities on the date of the short sale, the value of our client funds will tend to increase more when the securities sold short decrease in value, and to decrease more when the securities sold short increase in value, than otherwise would be the case if the client funds had not engaged in such short sales. Short sales theoretically involve unlimited loss potential, as the market price of securities sold short may increase continuously, although our client funds

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Corvex provides discretionary investment management services to private investment funds. Our client funds rely on certain exclusions from the definition of “investment company” in the Investment Company Act of 1940, as amended. Accordingly, none of our client funds are registered as investment companies with the SEC. In most of the client funds that we sponsor, investors are generally required to make a minimum initial investment of $5,000,000. However, we may waive or reduce the minimum initial investment in certain circumstances, subject to statutory limitations. Interests in our client funds are offered and sold exclusively to investors satisfying the applicable eligibility and suitability requirements in order to comply with applicable federal securities laws and regulations. Typically, these investors are institutions, funds of hedge funds, family offices, high net worth individuals, trusts, estates, corporate and public pension and profit sharing plans, endowments, charitable organizations, and other entities. Corvex also provides discretionary investment management services to separately managed account clients.

As described in Item 5 above, our firm receives part of its compensation from clients in the form of performance-based compensation. Aside from the fund of funds that is currently managed solely for the account of our principal and knowledgeable employees, we do not currently manage any clients that do not pay performance-based compensation. The fact that Corvex is compensated in part based on trading profits may create an incentive for Corvex to make investments on behalf of the client funds that are riskier or more speculative than would be the case in the absence of such compensation. In addition, Corvex may receive performance-based compensation based on realized and unrealized gains and losses from certain clients. As a result, such performance-based compensation earned could be based on unrealized gains that investors may never realize. Our principal and certain affiliates have investments in client funds which aids in aligning our interests with the interests of our clients. Moreover, performance-based compensation is not charged in the same amount or manner for all clients. The variation of performance-based compensation structures among clients may create an incentive for our firm to direct the best investment ideas to, or to allocate of sequence trades in favor of, clients that have a performance-based compensation arrangement more favorable to our firm. Our firm is committed to allocating investment opportunities on a fair and equitable basis.

Neither our firm nor any of our management persons is registered, or has an application pending to register, as a broker-dealer, registered representative of a broker-dealer, futures commission merchant, commodity pool operator, commodity trading advisor, or is an associated person of any of the above. Our firm and our affiliates, Corvex PE Advisors LP, Corvex GP LP, Corvex Select Equity GP LLC, Corvex GP II LLC, Corvex GP III LLC and XRoc GP LLC, sponsor the pooled investment vehicles that we manage. Corvex GP LP serves as the as the general partner to Corvex Partners LP and Corvex Master Fund LP. Corvex Select Equity GP LLC serves as the general partner to Corvex Select Equity Onshore LP and Corvex Select Equity Master Fund LP. Corvex GP II LLC serves as the general partner to Corvex-E LP. Corvex GP III LLC serves as the general partner to Corvex Dynamic Equity Select Master Fund LP and Corvex Dynamic Equity Select Onshore Fund LP. XRoc GP LLC serves as the general partner of XRoc Partners LP. Corvex Heron Aggregator GP, L.P. serves as general partner to two funds for which Corvex PE serves as investment adviser, CX-PE Heron Aggregator, L.P. and CX-PE Heron Aggregator (A), L.P. Our client funds generally do not have independent management and most do not have independent boards of directors. Because we control our client funds as their general partner, or act as sponsor in the case of Corvex Offshore II Ltd., Corvex Select Equity Offshore Fund Ltd., Corvex Dynamic Equity Select Offshore Fund Ltd., Corvex Investment Master Fund SPC Ltd. Class C Segregated Portfolio) and Corvex Investment Offshore SPC Ltd. (Class C Segregated Portfolio), none of the compensation, liquidity or other terms of our client funds are negotiated at arm’s length. However, we disclose to prospective investors the terms of all of our fees and performance-based compensation, as well as the other terms of an investment, in detail in the offering documents relating to each client fund. Our firm also manages a client fund focused on investing in other investment funds, which is currently managed solely for the account of Corvex’s principal and employees.

Our employees may serve as outside directors for various organizations. These organizations include corporations, charitable foundations and other not-for-profit institutions. Our employees may receive compensation for serving as a director and responsibilities are typically limited to meeting with other board members and management to discuss the organization of the business and other routine corporate or business matters. Such service may result in Corvex imposing trading restrictions in publicly-traded securities issued by such organizations. We do not recommend or select other investment advisers for our clients.

and Personal Trading Corvex has adopted a Code of Ethics in accordance with SEC requirements. Our Code of Ethics requires, among other things, that our employees:

Act with integrity, competence, dignity and in an ethical manner with the public, clients, prospective clients, third party service providers, and fellow employees; Place the interests of clients, and the interests of Corvex above an employee’s own personal interests; Adhere to the fundamental standard that employees should not take inappropriate advantage of their position; Avoid or disclose any actual or potential conflict of interest; Conduct all personal securities transactions in a manner consistent with our Code of Ethics; Use reasonable care and exercise independent professional judgment when conducting investment analysis, making investment recommendations, taking investment actions, and engaging in other professional activities; Abide by our insider trading policies and procedures; and Comply with applicable provisions of the federal securities laws.

Our Code of Ethics also requires our employees to: 1) report certain personal securities transactions on at least a quarterly basis, 2) provide Corvex with a detailed summary of certain holdings (both initially upon commencement of employment and annually thereafter) in which such employees have a direct or indirect beneficial interest, 3) seek prior approval before engaging in certain personal securities transactions, and 4) hold most personal securities for 30 days following transactions, unless an exception is granted by the firm’s CCO. Our firm and related persons of our firm generally do not invest in the same securities (or related securities, e.g., warrants, options or futures) that our firm or a related person of our firm recommends to clients. In addition, our firm and related persons of our firm generally do not recommend securities to clients, or buy or sell securities for client accounts, at or about the same time that our firm or a related person buys or sells the same securities for our firm’s own (or the related person’s own) account. However, exceptions may be made on a limited basis subject to pre-approval by our firm. In addition, there may be times when our firm or related persons invest in some of the same securities, principally ETFs (where employees are generally not required to seek prior approval), that our firm or related persons recommends to clients. Such practices could create a conflict of interest. Corvex adopted the Code of Ethics, as described above, which contains policies and procedures which seek to minimize any actual or potential conflicts, including the pre-clearance of certain personal securities transactions by employees.

Our firm and our affiliates, Corvex GP LP, Corvex GP II LLC, Corvex GP III LLC, Corvex Select Equity GP LLC, and XRoc GP LLC, sponsor the pooled investment vehicles that we manage. Keith A. Meister has a material personal investment in a number of Corvex funds. We do not believe that these investments cause a conflict of interest between us and investors but rather function to better align the interests of the investors with our own interests since our own capital is being invested alongside the investors’ capital. Keith A. Meister has an indirect economic interest in Principal Sponsored SPAC special purpose acquisition companies through his affiliation with entities that sponsor such special purpose acquisition companies. From time to time, we have directed (and may continue to direct) one or more client funds to structure all or a portion of an investment through another client fund or through a pooling vehicle that aggregates investment from multiple clients. While such an arrangement may be beneficial for all clients involved, nonetheless such an arrangement could create conflicts of interest that might not exist in the absence of such an arrangement. When structuring such an arrangement, our firm ensures that no client will bear two levels of management fees or performance-based compensation. Potential conflicts also may arise due to the fact that our firm and its personnel may have investments in some clients but not in others or may have different levels of investment in the various clients, or due to the fact that client may pay different levels of fees to our firm. From time to time our firm may acquire securities or other financial instruments of an issuer for one client which are senior or junior to securities or financial instruments of the same issuer that are held by, or acquired by, another client account. Our firm recognizes that conflicts may arise under such circumstances and will endeavor to treat all clients fairly and equitably. We provide a copy of our Code of Ethics to clients or investors in our clients, or prospective clients or investors, upon request.

Corvex typically purchases portfolio securities through broker-dealers. Brokers are compensated through commissions and dealers through the spread between the bid and asked price. Corvex seeks to obtain best execution for our clients and takes into account factors such as price (including spreads), size of order, difficulty of execution, operational facilities of the broker or dealer and the risk in positioning a block of securities to the broker or dealer. Corvex’s selection of brokers and dealers to execute transactions is based on a variety of factors including:

Ability to effect prompt and reliable executions at favorable prices; Operational efficiency with which transactions are effected; Financial strength, integrity and stability; Level of confidentiality maintained with respect to Corvex’s transactions; Quality, comprehensiveness and frequency of available research services considered to be of value; and Competitiveness of commission rates in comparison to other brokers satisfying Corvex’s selection criteria.

We may execute trades with brokers and dealers with whom Corvex maintains other business relationships, including prime brokerage, credit and capital introduction relationships. We may also execute trades with brokers or dealers that have invested in our client funds or affiliates. We intend that

these other relationships will not influence the choice of brokers and dealers who execute trades for our clients. Corvex may use “soft dollars.” “Soft dollars” refers to the receipt by Corvex of eligible research and brokerage products and services provided by brokers without any cash payment by Corvex. Soft dollars are based on the volume of revenues generated by brokerage commissions related to the execution of transactions by our clients. The products and services available from brokers include internally generated items, such as research reports created by employees of the broker, as well as items acquired by the broker from third parties, such as outside research and market data. Research services furnished by brokers may include written information/analyses relating to securities, companies or sectors, market, financial and economic studies and forecasts, statistics, pricing and appraisal services, discussions with research personnel and invitations to attend conferences or meetings with company management. Neither our firm nor any related person receives client referrals from any broker-dealer or third party that provides brokerage services to our firm’s clients. The firm’s personnel, however, will from time to time speak at or participate in conferences and programs sponsored by brokers and attended by persons and entities interested in investing in our client funds. These conferences and programs may be a means by which our firm can be introduced to potential investors in our client funds. The brokers are not compensated by our firm, our firm’s clients, or potential investors for providing such capital introduction opportunities. Such capital introduction services may assist our firm in raising capital and thus poses a potential conflict of interest. The use of soft dollars benefits may influence us to select one broker-dealer rather than another to perform services for clients, based on our interest in receiving the products and services instead of on our clients’ interest in receiving the best execution prices. Obtaining these benefits may cause our clients to pay higher fees than those charged by other broker-dealers. We can use these research services and products in connection with our advisory services for any of our accounts, not necessarily for only the account that “paid” for them. We will aim to allocate soft dollar benefits in a fair and equitable manner, but may not necessarily allocate soft dollar benefits to each of our client accounts in proportion to the soft dollar credits that each client generates. Section 28(e) of the Securities Exchange Act of 1934 provides a “safe harbor” to investment advisors that use soft dollars generated by their advised accounts to obtain investment research and brokerage services that provide lawful and appropriate assistance to investment advisors in the performance of their investment decision-making responsibilities. Corvex intends to operate our client accounts within such “safe harbor”. The execution of the trading and investment strategies employed by Corvex can often require complex trades, difficult to execute trades, the use of negotiated terms with counterparties such as in the use of derivatives, and the execution of trades involving less common or novel instruments. In each case, Corvex seeks best execution and has trained execution and operational staff devoted to executing, settling and clearing such trades. However, in light of the complexity and global diversity involved, some errors and miscommunications with brokers and counterparties are inevitable and may result in losses to our clients. Corvex will evaluate the merits of potential claims for damage against brokers and counterparties who are at fault, and to the extent practicable, will seek to recover losses from those parties. We may choose to forego pursuing claims against brokers and counterparties on behalf of our clients for any reason including, but not limited to, the cost of pursuing claims relative to the likely amount of any recovery and the maintenance of its business relationships with brokers and counterparties. In addition, our execution

and operational staff may be solely or partly responsible for errors in placing, processing and settling trades that result in losses to our clients. In accordance with our internal policy, any profits that arise as a result of such an error will inure to the benefit of the applicable client(s), and in the absence of gross negligence any losses that arise as a result of such an error will be borne by the applicable client(s). We trade for multiple client accounts and participation in specific investment opportunities may be appropriate, at times, for more than one client account. We are not required to accord exclusivity or priority to any one client in the event of limited investment opportunities. When Corvex determines that it would be appropriate for more than one client account to participate in an investment opportunity, we will seek to execute orders for all of the participating accounts on an equitable basis, taking into account such factors as the relative amounts of capital available for new investments and the investment programs and portfolio positions of the client accounts for which participation is appropriate. If Corvex has determined to trade in the same direction in the same security at the same time for more than one client account, we are authorized generally to combine orders and if all such orders are not filled at the same price, a client’s order may be filled at an average price, which normally will be the same average price at which contemporaneously entered proprietary orders are filled on that day. Similarly, if an order on behalf of more than one account cannot be fully executed under prevailing market conditions, Corvex may allocate the trades among the different accounts on a basis that it considers equitable.

Our firm does not, nor do our principal or employees, receive any economic benefit from non-clients for providing advisory services to our clients. As of the date of this brochure, our firm does not, nor do our principal or employees, compensate anyone for client referrals. Should we appoint a placement agent in connection with the offering of interests in any of our client funds, such placement agent may charge the investors who purchase interests through them additional upfront and/or ongoing placement fees. With the consent of a prospective investor, the client fund may add such placement fee to such investor’s subscription amount, and the placement fee will not be applied towards the interest issued to that investor. Certain placement agents may also receive a portion of management fees and/or performance-based fees.

On April 14, 2023, the SEC announced an order settling charges against Corvex, according to the SEC order, for failing to disclose conflicts of interest regarding its personnel’s ownership of sponsors of three special purpose acquisition companies into which Corvex advised its client funds to invest. Without admitting or denying the findings, Corvex consented to the entry of the SEC’s order finding that the firm violated Sections 206(2) and 206(4) of the Investment Advisers Act of 1940 and Rule 206(4)-7 thereunder, and agreed to a cease and desist order, a censure, and a $1 million civil penalty to settle the charges.

Corvex’s investment personnel meet on a regular and ad-hoc basis. The progress of our client funds is continuously monitored and is subject to the constant supervision and review by Corvex’s investment professionals. We provide investors in our client funds with audited financial statements on an annual basis, unaudited performance data on a quarterly basis and monthly investor statements.

Our firm is generally deemed to have custody over the assets of our clients according to the custody rule set forth in Rule 206(4)-2 under the Investment Advisers Act of 1940, as amended, because we generally have the authority to access clients’ funds and deduct fees and expenses from clients’ accounts. Our firm does not have custody over the assets of the portfolio that is wholly owned by a foreign pension plan.

With respect to clients for whom we are deemed to have custody over their assets, substantially all of such clients’ assets are held in custody by unaffiliated broker-dealers or banks, while evidence of certain privately-issued, uncertificated securities held by the client funds may be recorded through book entry only. Additionally, Corvex may record a nominal amount of client fund securities in book entry form where required or appropriate in connection with the ability of a client fund or Corvex to assert certain rights as a shareholder of a company in which a client fund has an investment, such as nominating a director for election or proposing other business at shareholder meetings. Investors in the client funds will not receive statements from the custodian. Instead, such clients are subject to an annual audit and the audited financial statements are distributed to each investor. The audited financial statements will be prepared in accordance with generally accepted accounting principles and distributed within 120 days of the client funds’ fiscal year end.

Corvex generally has discretionary authority to determine, without obtaining specific consent from the client funds or its investors, the securities and amount to be bought or sold by most client funds. Any limitations on authority are included in each client fund’s Confidential Private Placement Memorandum and other governing documents. Before accepting their subscriptions for interests, we provide all investors in our clients with a Confidential Private Placement Memorandum or, in some cases, other governing documents of the client fund that set forth, in detail, the relevant client’s investment strategy and program. By completing our subscription documents to acquire an interest in one of our client funds that we sponsor, investors give us complete authority to manage their investments in our client funds in accordance with the Confidential Private Placement Memorandum or other governing documents they each received. Limitations on our discretionary authority to determine the securities and amount to be bought or sold for our separately managed account clients are included in the investment advisory agreement governing the relationship.

Our firm has the authority to vote proxies relating to securities in client accounts. Accordingly, our firm has adopted and implemented policies and procedures for voting client proxies and we have not engaged an outside service provider to assist in voting client proxies. The policies and procedures were reasonably designed to ensure that Corvex votes client proxies in the best interest of its clients, and sets forth how we address material conflicts of interest that may arise between us and our clients. In instances where our firm determines that a material conflict of interest exists between Corvex and its clients with respect to a proxy vote, the Managing Partner in consultation with the Chief Compliance Officer or General Counsel will determine a course of action with respect to such conflict that is believed to be in the best interest of the client funds. Clients generally cannot direct our firm’s proxy votes. A complete copy of our firm’s policies and procedures governing the voting of proxies, together with information regarding how our firm voted particular proxies, will be provided to clients or investors in our clients, or prospective clients or investors, upon request.

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