David Capital Partners, LLC

As of December 31, 2024, David Capital managed approximately $85,950,035 in regulatory assets under management on a discretionary basis. See Item 8 of this brochure for a more detailed discussion of David Capital’s investment strategies.

Item 5.

Fees and Compensation

Item 5.A. Fees payable by Clients to David Capital or its related persons are set forth in detail in the Governing Documents of the applicable Client. A brief summary of those fees is provided below. Management Fee David Capital receives a fixed management fee from the Fund, calculated quarterly in advance, in an amount equal to an annual rate ranging from 1.5% to 2.0% of the net asset value of the capital account of each Limited Partner. The management fee rate for each Limited Partner may differ based on the liquidity associated with the relevant class of interest subscribed for, with less liquid interests generally subject to a lower management fee. The management fee is paid by the Fund quarterly in advance. The Manager requires at least sixty (60) day prior written notice for capital account withdrawals, resulting in the proration of the management fee for partial periods. The Manager may waive all or part of the management fee otherwise due with respect to any investor including, without limitation, its affiliates, members, and/or employees. The Fund’s terms, classes of interest, and management fee calculations are more fully described in the Governing Documents of the Fund. The Opportunity Fund is not charged a management fee. The Manager does not have a standard fee schedule for the Advised Accounts. Any management fees received by David Capital and/or its related persons with respect to the Advised Accounts are calculated and paid in accordance with each Advised Account’s Governing Documents. Performance-Based Compensation David Capital receives a performance-based incentive allocation from Limited Partners of the Fund in an amount equal to between 10% and 20% of net profits (including unrealized gains). The incentive allocation percentage for each Limited Partner may differ based on the liquidity associated with the relevant class of interest subscribed for, with less liquid interests generally subject to a lower incentive allocation. For certain classes of interests, the incentive allocation may be subject to a loss recovery provision. The Manager may waive all or part of the incentive allocation with respect to any investor including, without limitation, its affiliates, members, and/or employees. The Fund’s terms, classes of interest, loss recovery provision, and incentive allocation calculations are more fully described in the Governing Documents of the Fund. DCP MAM, LLC receives a performance-based incentive allocation in an amount equal to 10% of the investment proceeds realized by the Opportunity Fund, subject to certain terms and conditions more fully described in the Governing Documents of the Opportunity Fund. Any performance-based compensation received by David Capital and/or its related persons with respect to the Advised Accounts is calculated and paid and/or allocated in accordance with each Advised Account’s Governing Documents.

Early Withdrawal Fees In certain circumstances as set forth in the Fund’s Governing Documents, Limited Partners may be charged an early withdrawal fee for withdrawing capital prior to their scheduled liquidity dates. In the event this fee is charged, it is paid to the Fund and not paid directly to David Capital. There is no provision for an early withdrawal fee for Limited Partners of the Opportunity Fund. Item 5.B. All management fees or incentive allocations received by David Capital with respect to Limited Partners of the Fund are deducted from the capital accounts of such Limited Partners at the frequency described in 5.A. Incentive Allocations received by DCP MAM, LLC with respect to the Opportunity Fund will be received at the time distributions are made to all partners of the Opportunity Fund, subject to provisions described in 5.A. Any management fees or performance-based compensation received by David Capital and/or its related persons with respect to the Advised Accounts are received in accordance with each Advised Account’s Governing Documents. Item 5.C. David Capital renders services to Clients at its own expense and is responsible for overhead costs including office rent, utilities, furniture and fixtures, employee compensation and insurance, and payroll taxes. The Funds are responsible for the ordinary and necessary expenses of their operation including, without limitation, brokerage commissions, research expenses, investment and research-related travel costs, data provider expenses, trading costs and other investment-related expenses, legal and auditing expenses, accounting fees, fund administration expenses, custody fees and expenses, insurance premiums of the Fund, expenses incurred with respect to the preparation of annual reports and other financial information, subscription fees, and other ongoing operational or service provider expenses. The Manager may, in its sole discretion, elect to assume certain of the expenses of the Funds on an ongoing basis, and to no longer assume such expenses at any time in its sole discretion. Any expenses paid by the Advised Accounts are set forth in each Advised Account’s Governing Documents, and include brokerage and certain other transaction costs. See Item 12 of this brochure for a more detailed discussion of David Capital’s brokerage practices. Item 5.D. The management fees paid by the Fund and the Sub-Advised Account subject to a management fee are calculated and paid quarterly in advance. As the Manager requires at least sixty (60) day prior written notice for capital account withdrawals by Limited Partners from the Fund and for withdrawals from the Sub-Advised Account, and as such withdrawals may only occur on the first day of each calendar month, any pro-ration of management fees is

incorporated into the management fee calculated and paid on a quarterly basis, such that refunds of management fees paid in advance should not occur.

Not applicable. Neither David Capital nor its supervised persons are compensated for the sale of securities or other investment products.

Methods of Analysis and Investment Strategies David Capital follows a “valuation plus a catalyst” investment philosophy for long positions. Specifically, the Manager seeks to identify investment positions that are materially mispriced relative to the Manager’s assessment of intrinsic value and that also have a clear catalyst event path for the valuation discount to be corrected. David Capital follows a “supply-side shorting” investment philosophy for short positions. Specifically, the Manager seeks to identify businesses or industries that may be affected by competitive pressures,

overbuilding, or overproduction that may lead to lower future levels of profitability, but where such an outcome is not (in the Manager’s view) already sufficiently incorporated into security prices. David Capital employs a research-intensive, fundamental process for evaluating both long and short investment opportunities. David Capital provides investment advisory services to its Clients pursuant to the particular investment objectives, policies, and strategies described in each Client’s Governing Documents. Risk of Loss Investments managed or sub-advised by David Capital may involve significant risks, including the risk of loss, and are suitable only for investors who can bear the economic risk of the loss of their entire investment and who have limited need for liquidity in their investment. There can be no assurance Clients will achieve their investment objectives. Investments managed or sub-advised by David Capital carry the inherent risks associated with investments in equities and equity-related securities and the use of leverage and short sales. Prospective investors should carefully review the Governing Documents and/or other operative documents prior to deciding to place assets with David Capital for investment advisory services. Items 8.B. and 8.C. The following summary identifies certain material risks related to David Capital’s investment strategies. This summary does not intend to identify all possible risks associated with investment advisory services provided by David Capital, and certain risks may apply only to particular strategies. For a more detailed description of identified risks, please carefully review the risks described in the applicable Governing Documents. General Investment Risks Generally. The securities business is speculative, prices are volatile, and market movements are difficult to predict. Supply and demand for securities change rapidly and are affected by a variety of factors including interest rates, merger activities, and general economic trends. Potential of Loss. Investments managed or sub-advised by David Capital are speculative and involve a high degree of risk. Past performance of investments managed or sub-advised by David Capital is no guarantee of future performance. There is no assurance Clients will be profitable. There is no assurance the strategies employed by David Capital will achieve attractive returns or be successful. Given the factors described herein, there exists a possibility that an investor could lose all or substantially all of an investment managed or sub-advised by David Capital. Expenses May be a High Percentage of Assets. Client operating expenses may be a high percentage of net asset value and, even if the strategy is successful, such investments may therefore still not be profitable. For example, it is possible that a Client may have trading gains while the net asset value does not increase or even decreases as a result of expenses borne. Reliance on Key Personnel. David Capital relies on the services of the Principal. As a result, the success of David Capital for the foreseeable future will depend largely upon the abilities of the Principal. Should the Principal terminate his relationship with David Capital, die, or otherwise become incapacitated for any

period of time, the profitability of Clients may suffer. In addition, should David Capital terminate its relationship with a Client, the profitability of such Client may suffer. Performance-Based Compensation. David Capital and/or its related persons may receive performancebased compensation. A performance-based compensation structure may create an incentive for the Manager to make investments that are riskier or more speculative than would be the case in the absence of performance-based compensation. No Current Income. Investments managed or sub-advised by David Capital should be considered speculative as there can be no assurance that David Capital’s assessments of the short-term or long-term prospects of such investments will generate a profit. In view of the fact that investments managed or subadvised by David Capital may not pay current income, investments managed or sub-advised by David Capital may not be suitable for investors seeking dividend income for financial or tax planning purposes. Cybersecurity, Security Breaches, and Disruptions. In the ordinary course of business, David Capital and its service providers collect and store, on such parties’ networks and/or on the networks of their third-party vendors, sensitive data including the intellectual property, trading data, and personally identifiable information of investors and clients. The secure processing, maintenance, and transmission of this information is critical to investments managed or sub-advised by David Capital. David Capital has procedures and systems in place that it believes are reasonably designed to protect such information and prevent data loss and security breaches. However, such measures cannot provide absolute security. The techniques used to obtain unauthorized access to data, disable or degrade service, or sabotage systems change frequently and may be difficult to detect for long periods of time resulting in the information stored therein being accessed, publicly disclosed, lost, and/or stolen. Hardware or software acquired from thirdparties may contain defects in design or manufacture or other problems that could unexpectedly compromise information security. Network-connected services provided by third-parties to David Capital may be susceptible to compromise, leading to a breach of David Capital’s network. David Capital’s systems or facilities may be susceptible to attacks by hackers and/or breaches as a result of employee error or malfeasance, government surveillance, or other security threats and technological disruptions. Online services provided by David Capital to investors may also be susceptible to compromise. Breach of David Capital’s information systems may cause information relating to the transactions of Clients and personally identifiable information of Clients’ underlying investors to be lost or improperly accessed, used, or disclosed. The service providers of David Capital are also subject to electronic information security threats. If a service provider fails to adopt or adhere to adequate data security policies, or in the event of a breach of its networks, information relating to the transactions of Clients and personally identifiable information of Clients’ underlying investors may be lost or improperly accessed, used, or disclosed. The loss or improper access, use, or disclosure of David Capital’s proprietary information may (1) have legal ramifications (including legal claims or proceedings, liability under laws that protect the privacy of personal information, and regulatory penalties under federal and/or state securities laws) and result in the disclosure or misuse of confidential information concerning investors, and/or (2) cause financial loss, the disruption of its business, liability to third-parties, regulatory intervention, or reputational harm to David Capital and/or Clients (and may increase their respective costs). Any of the foregoing events could have a material adverse effect on investments managed or sub-advised by David Capital. Institutional Risk and Custodial Risks. The institutions, including brokerage firms and banks, with which David Capital or its Clients (directly or indirectly) do business or to which securities have been entrusted for custodial and prime brokerage purposes, may encounter financial difficulties that impair the operational capabilities or the capital position of David Capital or its Clients. Brokers may trade with an exchange as a principal on behalf of Clients in a “debtor-creditor” relationship unlike other clearing broker relationships where the broker is merely a facilitator of the transaction. Such broker could, therefore, have title to all of the assets of a Client (for example, the transactions which the broker has entered into on behalf of a Client

as principal as well as the margin payments which a Client provides). In the event of such broker’s insolvency, the transactions which the broker has entered into as principal could default and the Client’s assets could become part of the insolvent broker’s estate to the detriment of the Client. In this regard, Client assets may be held in “street name” such that a default by the broker may cause the Client’s rights to be limited to that of an unsecured creditor. Risks Arising from Particular Activities or Types of Securities Specifically. In addition to the above-mentioned general investment risks, David Capital may use investment techniques that could be affected by more specific risks. Some, but not all, of these techniques and risks are summarized below. Equity Securities. The Manager may invest in long and short positions in common and preferred stocks. Equity securities fluctuate in value, often based on factors unrelated to the fundamental economic condition of the issuer of the securities, and these fluctuations can be pronounced. David Capital may purchase securities in all available securities trading markets and may invest in equity securities without restriction as to market capitalization, such as those issued by smaller capitalization companies. Derivatives. The Manager may trade derivatives. The risks posed by derivatives include: (1) credit risks (the exposure to the possibility of loss resulting from a counterparty’s failure to meet its financial obligations), (2) market risks (adverse movements in the price of a financial asset or commodity), (3) legal risks (an action by a court or by a regulatory or legislative body that could invalidate a financial contract), (4) operational risks (inadequate controls, deficient procedures, human error, system failure, or fraud), (5) documentation risks (exposure to losses resulting from inadequate documentation), (6) liquidity risks (exposure to losses created by the inability to prematurely terminate a derivative), (7) systemic risks (the risk that financial difficulties in one institution or a major market disruption will cause uncontrollable financial harm to the financial system), (8) concentration risks (exposure to losses from concentration of closely-related risks such as exposure to a particular industry or exposure linked to a particular entity), and (9) settlement risks (the risk a Client faces when it has performed its obligations under a contract but has not yet received value from its counterparty). Options. The Manager may engage in various types of options transactions. An option gives the purchaser the right, but not the obligation, upon exercise of the option, either to buy or sell a specific amount of the underlying security at a specific price (the “strike” price or “exercise” price) or in the case of a stock index option, to receive a specified cash settlement. To purchase an option, the purchaser must pay a “premium” which consists of a single, nonrefundable payment. Unless the price of the security underlying the option changes and it becomes profitable to exercise or offset the option before it expires, Clients may lose the entire amount of the premium. The purchaser of an option runs the risk of losing the entire investment. Thus, a Client may incur significant losses in a relatively short period of time. The ability to trade in or exercise options may be restricted in the event that trading in the underlying securities becomes restricted. Options trading may also be illiquid in the event that assets are invested in contracts with extended expirations. The Manager may purchase or write put and call options on specific securities, on stock indexes, or on other financial instruments and, to close out its positions in options, may make closing purchase transactions or closing sale transactions. In theory, the exposure to loss is potentially unlimited in the case of an uncovered call writer (i.e., a call writer who does not have and maintain during the term of the call an equivalent long position in the stock or other security underlying the call). The risk for a writer of an uncovered put option (i.e., a put option written by a writer who does not have and maintain an offsetting short position in the underlying stock or other security) is that the price of the underlying security may fall below the exercise price.

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As more fully described in Item 4, the Manager's Clients consist of the Funds and the Advised Accounts. The Funds are intended for investment by certain investors who are accredited investors as defined under federal securities law and who meet certain other minimum requirements as set forth in the Governing Documents. The minimum investment required to invest in the Funds ranges between $100,000 and $2,000,0000. The Manager, in its sole discretion, may waive, reduce, or increase the minimum investment amount. Item 8.

Methods of Analysis, Investment Strategies, and Risk of Loss

As more fully described in 5.A., the Manager receives performance-based compensation including a performance-based incentive allocation from Limited Partners of the Funds. In addition, the Manager and/or its related parties may receive performance-based compensation with respect to the Advised Accounts as set forth in each Advised Account’s Governing Documents. Performance-based compensation may vary with respect to each Client, which may create an incentive to favor Clients who pay higher performance-based compensation. The Manager has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of Client accounts, including accounts with varying fee arrangements, and the allocation of investment opportunities. The Manager reviews investment decisions for the purpose of verifying that all accounts with substantially similar investment objectives are treated equitably. The performance of similarly managed accounts are also regularly compared to determine whether there are unexplained significant discrepancies. In addition, the Manager’s procedures relating to the allocation of investment opportunities require that similarly managed accounts participate in investment opportunities pro rata based on current assets under management and subject to each Client’s Governing Documents. These areas are monitored by the Manager’s Chief Compliance Officer.

Not applicable. David Capital does not recommend or select other investment advisers for its clients. Item 11.

Code of Ethics, Participation or Interest in Client Transactions, and Personal Trading

The Manager has adopted a Code of Ethics (the “Code”) that obligates the Manager and its supervised persons to put the interests of Clients before their own interests and to act honestly and fairly in all respects in their dealings with Clients. The Manager’s supervised persons are also required to comply with applicable federal securities laws. See below for further provisions of the Code as they relate to the pre-clearing and reporting of securities transactions by supervised persons. Any exceptions to the below policies require the prior approval of the Chief Compliance Officer. Additionally, any violations of the Firm’s Code are required to be reported to the Chief Compliance Officer for documentation and remediation. As outlined in the Code, in order to avoid conflicts of interest, David Capital has adopted a highly restrictive personal trading policy for its supervised persons. It is the Firm’s policy to limit securities transactions made or directed by supervised persons to (i) purchases or sales of open-ended investment companies or (ii) purchases or sales of cash and cash equivalents. Sales transactions of other securities are permitted only to close existing positions held by a supervised person prior to joining the Firm and must be pre-cleared with the Chief Compliance Officer. All personal accounts of supervised persons must adhere to the disclosure requirements and restrictions stated in the Code, which require supervised persons to disclose transactions in, and holdings of, reportable securities from time to time in accordance with the Code. Additionally, the Code details: (1) a statement of the standard of business conduct, (2) restrictions and reporting requirements regarding the giving or receiving of gifts and/or entertainment to and/or from, among others, current or prospective investors, government officials, and union officials, by any of the Firm’s employees, (3) restrictions and reporting requirements related to political contributions, and (4) the requirement for all employees to acknowledge, in writing, having received and read a copy of the Code. A copy of the Code is available to clients or investors and prospective clients or investors upon their individual request.

Items 11.B., 11.C., and 11.D. David Capital does not engage in principal transactions. In addition, as further detailed in 11.A, David Capital has adopted a highly restrictive personal trading policy for its supervised persons which restricts the ability of supervised persons to purchase or sell individual securities except in limited circumstances and with the pre-clearance of the Chief Compliance Officer. David Capital may restrict personal trading by supervised persons in any circumstances where David Capital considers it to be in the best interests of the Firm and/or Clients. David Capital may also reverse, cancel, or freeze any transaction or position in an account of a supervised person who in its discretion it believes is inconsistent with the Code. Employees of David Capital are prohibited from using their knowledge of Client transactions to cause any non-Client account to profit from the market effect of such transactions or to give such information to a third party who may so profit. David Capital, as a fiduciary, endeavors to make decisions in the best interests of Clients if conflicts of interest arise. Item 12.

Brokerage Practices

Item 12.A.1. David Capital retains full discretion to determine the broker-dealer to be used for each securities transaction for the Discretionary Accounts and seeks to obtain best execution by placing orders for the purchase and sale of securities with broker-dealers based on the Firm’s evaluation of such broker-dealers. Factors considered by the Firm in determining best execution include, but are not limited to, the ability to effect prompt and efficient executions at competitive rates, reputation, financial strength and stability, and compensation. David Capital has relationships with various counterparties, including those affiliated with large financial services organizations. David Capital uses various counterparties to execute orders and certain counterparties provide both internally-generated and third-party research to David Capital. David Capital has a duty to Clients to seek best execution when trading with these firms and has implemented policies and procedures to monitor its efforts in this regard. The term “soft dollars” refers generally to the practice by investment advisers of paying for research and brokerage services using brokerage commissions generated by the execution of trades for their clients’ accounts. David Capital does not currently use soft dollars in connection with any of the Clients it advises. To the extent David Capital does use soft dollars in the future, it expects that such use will fall within the safe harbor afforded by Section 28(e) of the Securities Exchange Act of 1934, as amended. The Manager may in the future receive research or other products or services other than execution from broker-dealers in connection with Client securities transactions (the “Soft Dollar Services”) provided such Soft Dollar Services are within the safe harbor established by Section 28(e) (the “Safe Harbor”) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Safe Harbor allows investment advisers to use client funds, by way of commission dollars, to purchase certain “brokerage and research services.” Pursuant to such Safe Harbor, the brokerage and research services must provide lawful and appropriate assistance in the performance of David Capital’s investment decision-making responsibilities. Further, the amount of commissions paid must be reasonable in light of the value of the brokerage or research services offered, taking into account various factors including commission rates, financial responsibility, and strength and ability of the broker to efficiently execute transactions. Accordingly, if the Manager determines in good faith that the amount of commissions charged by a broker is reasonable in relation to the value of the Soft Dollar Services provided by such broker, Clients may pay commissions to such broker in an amount greater than the amount another broker might charge.

Safe Harbor research services provided by brokers generally include advice, analyses, and reports, and may specifically include traditional research reports analyzing the performance of a particular company or stock, certain financial newsletters and trade journals, quantitative analytical software, software that provides analyses of securities portfolios, seminars, conferences, corporate access, and other services that reflect substantive content and provide lawful and appropriate assistance to David Capital in the performance of its investment decision-making responsibilities. The use of brokerage commissions to obtain Soft Dollar Services may raise conflicts of interest. For example, the Manager may not have to produce or pay for the products and services itself. This creates an incentive for the Manager to select or recommend a broker-dealer based on its interest in receiving Soft Dollar Services. Research and brokerage services obtained using commissions arising from a Client's portfolio transactions may be used by the Manager in its other investment activities, including, for the benefit of other Client accounts. The Manager does not always seek to allocate soft dollar benefits to Client accounts proportionately to the soft dollar credits the accounts generate. It is the Manager’s policy to endeavor to only enter into Soft Dollar Services that are within the scope of the Safe Harbor. If the Manager does enter into soft dollar arrangements that are beyond the scope of the Safe Harbor, it may be deemed to be paying for services other than research or permissible investment related services through the commission rate. In such event, the Manager seeks to make a reasonable allocation of the cost between that portion which is eligible as research or brokerage services and that portion which is not so qualified. The portion eligible as research or other brokerage services under the Safe Harbor is paid for with discretionary client commissions and the non-eligible portion which is not eligible for the Safe Harbor is paid for by the Manager. Item 12.A.2. David Capital does not select or recommend broker-dealers in exchange for client referrals. Item 12.A.3. David Capital does not recommend, request, require, or permit a Client to direct the Firm to execute transactions through a specified broker-dealer.

The Manager may purchase or sell the same security for more than one Client contemporaneously at or near the same time. It is the Manager’s practice, where possible, to aggregate Client orders from Discretionary Accounts for the purchase or sale of the same security submitted at or near the same time. Such aggregation may enable the Manager to obtain for Clients a more favorable price or a better commission rate based upon the volume of a particular transaction. When an aggregated order is filled, the Manager allocates the securities purchased or proceeds of sale pro rata among the participating accounts, based on the purchase or sale order. Adjustments or changes may be made under certain circumstances, such as to avoid odd lots or excessively small allocations. If the order at a particular broker-dealer is filled at several different prices, through multiple trades, generally all such participating accounts will receive the average price and pay the average commission, subject to odd lots, rounding, and market practice. If an aggregated order is only partially filled, the Manager’s procedures provide that the securities or proceeds are allocated in a manner deemed fair and equitable to Clients. Depending on the investment strategy pursued and the type of security, this may result in a pro rata allocation to all participating Clients. Item 13.

Review of Accounts

Items 13.A. and 13.B. Each Client account is reviewed by the portfolio manager of David Capital on an ongoing basis to determine whether securities positions should be maintained in light of current market conditions. Matters reviewed include specific securities held, adherence to investment guidelines, and the performance of each Client account.

Currently, neither David Capital nor any of its related persons have any arrangements with placement agents or arrangements to compensate third party persons or entities for client referrals or to solicit clients. David Capital is permitted to enter into agreements with certain solicitors or placement agents that provide for compensation to be paid to the solicitor or placement agent for referring investors to the Funds and may do so in the future.

Not applicable. David Capital and its supervised persons have no legal or disciplinary events to disclose. Item 10.

Other Financial Industry Activities and Affiliations

Item 10.A. Not applicable. Neither David Capital nor any of David Capital’s management persons are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. Item 10.B. Not applicable. Neither David Capital nor any of its management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, commodity trading advisor, or an associated person of any of the foregoing. Item 10.C. David Capital serves as general partner of the Fund. David Capital serves as investment manager of the Opportunity Fund. In addition, DCP MAM, LLC, an entity co-owned by David Capital and therefore a related person, serves as general partner of the Opportunity Fund. David Capital acts as a sub-adviser of the Sub-Advised Account. These relationships may create an incentive for the Manager to make investments that may be riskier or more speculative than would be the case if David Capital and/or its related persons did not receive performancebased compensation from Clients. David Capital provides discretionary investment advisory services to more than one pooled investment vehicle, each of which may have similar or dissimilar investment objectives and strategies. David Capital may have financial or other incentives to favor one such pool over another, including as a result of the relationships described above. David Capital’s decisions for one Client may

differ from time to time from those recommended for another Client. When there is a limited supply of investments, the Manager uses reasonable efforts to fairly allocate investment opportunities, but the Manager cannot assure absolute equality among all its Clients. The Manager has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of Client accounts, including accounts with varying fee arrangements, and the allocation of investment opportunities. The Manager reviews investment decisions for the purpose of verifying that all accounts with substantially similar investment objectives are treated equitably. The performance of similarly managed accounts are also regularly compared to determine whether there are unexplained significant discrepancies. In addition, the Manager’s procedures relating to the allocation of investment opportunities require that similarly managed accounts participate in investment opportunities pro rata based on current assets under management and subject to each Client’s Governing Documents. These areas are monitored by the Manager’s Chief Compliance Officer.

Limited Partners of the Funds typically receive, among other things, a written copy of the audited financial statements of the Fund within 120 days after the fiscal year end of the Fund. In addition, investors in the Funds typically receive periodic written reports containing unaudited summary financial information regarding the Funds. Any reports with respect to the Advised Accounts are provided in accordance with each Advised Account’s Governing Documents. Item 14.

Client Referrals and Other Compensation

Item 14.A. David Capital does not directly or indirectly compensate any person for client referrals. As noted in Item 12, as of the date of this Brochure David Capital does not, but may in the future, receive certain Soft Dollar Services. These Soft Dollar Services may create an incentive for the Manager to select or recommend broker-dealers based on the Manager’s interest in receiving the Soft Dollar Services of such broker-dealer, and may result in the selection of a broker-dealer on the basis of considerations that are not limited to achieving the lowest commission rates. Please see Item 12 for further information regarding Soft Dollar Services, including the Manager’s procedures for addressing conflicts of interest that may arise from such practices. Other than such Soft Dollar Services and any consideration received by David Capital via its co-ownership of DCP MAM, LLC, which serves as general partner of the Opportunity Fund (as is more fully-described in 10.C and the Opportunity Fund’s Governing Documents), David Capital does not receive a direct economic benefit from any person who is not a Client for providing investment advice or other advisory services to Clients.

As David Capital acts as general partner to the Fund, David Capital is deemed to have custody of the Fund’s assets under Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended (the “Custody Rule”). In addition, as DCP MAM, LLC acts as general partner to the Opportunity Fund, David Capital is deemed to have custody, under the Custody Rule, of the Opportunity Fund’s assets.

As such, and as is required by the safekeeping requirement in Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended, all assets of the Funds are held by a qualified custodian. On an annual basis, it is the policy of David Capital and/or its related parties to have the financial statements for these Clients prepared in accordance with US generally accepted principles audited by auditors registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, and to deliver such audited financial statements to underlying investors within 120 days of each Client’s fiscal year-end. David Capital does not currently maintain custody over any of the Advised Accounts.

David Capital accepts discretionary authority to manage securities on behalf of the Discretionary Accounts. David Capital therefore determines which securities and the amounts of securities it buys and sells for such clients. This authority has been granted to David Capital by means of the execution of the relevant Governing Documents that set forth the scope of, and any limitations placed on, the Firm’s discretion with respect to the Discretionary Accounts. Item 17.

Voting Client Securities

Item 17.A. As applicable, David Capital has the authority to vote proxies on behalf of the Discretionary Accounts due to the fact that it has discretionary authority over the securities held by the Discretionary Accounts. Accordingly, the Firm understands its fiduciary responsibility to monitor corporate events, to vote proxies, and to cast votes in the best economic interests of its clients, and to put the interests of Clients ahead of its own interests. David Capital follows a proxy voting policy to ensure that proxies the Firm votes on behalf of the Discretionary Accounts are voted to further the best interest of each respective client. The policy establishes a mechanism to address any conflicts of interests between David Capital and its Clients. If a material conflict of interest between David Capital and a Client exists, David Capital determines whether voting in accordance with the guidelines set forth in its proxy voting policies and procedures is in the best interest of the Client or whether it is necessary to take some other appropriate action. David Capital may choose not to submit proxy votes depending on the circumstances. David Capital generally votes with board recommendations on routine matters. Clients are not permitted to direct the Firm’s vote in a particular proxy solicitation. Clients may obtain information regarding how David Capital voted its securities by requesting records from the Chief Compliance Officer, who is responsible for retaining all records related to proxy voting. Additionally, clients may obtain a copy of the Firm’s Proxy Voting Policies and Procedures upon request of the Chief Compliance Officer.

David Capital has authority to vote securities on behalf of the Discretionary Accounts. David Capital does not manage any accounts on a non-discretionary basis.

Not applicable. David Capital has not been the subject of a bankruptcy petition at any time during the past ten years, nor does it require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. Last, David Capital does not have any financial condition that is reasonably likely to impair the Firm’s ability to meet its contractual and fiduciary commitments to its Clients.