Elliott Investment Management L.P.

Elliott (as defined below) provides discretionary investment advice and other services to certain private investment funds, co-investment commitments and other co-investment vehicles, as further described below. Elliott was founded by Paul Singer and has been in business since 1977. The Elliott entities are controlled by Paul Singer. Jonathan Pollock, Gordon Singer, Steve Cohen, Jesse Cohn, Dave Miller, Zion Shohet, Richard Zabel, Dan Senor, John Pike, Patrick Frayne, Marc Steinberg, Samantha Algaze, Rob Bruno, Neil Barve, Mike Tomkins, David Kerko and Chris Hsu are partners of Elliott (each, a “Partner”). Paul Singer and Jonathan Pollock serve as Co-Chief Investment Officers and Co-Chief Executive Officers of Elliott. See below for further information about the ownership of the Elliott entities. References in this brochure to “Elliott” mean (i) Elliott Investment Management L.P. (“EIM”), (ii) EIMFL LLC (“EIMFL”), (iii) EIMCT LLC (“EIMCT”), (iv) Elliott Management Corporation (“EMC”), (v) Elliott Advisors GP LLC (the “Singer LLC”), (vi) Elliott Capital Advisors, L.P. (“ECA”), (vii) Elliott Special GP, LLC (“SGP”), (viii) Hambledon, Inc. (“Hambledon”), (ix) Hambledon Management LLC, (x) EMCCA Corporation (“EMCCA”), (xi) EIMFL Sub LLC (“EIMFL Sub”), (xii) Ginsberg Aggregator GP LLC (“Ginsberg”), and (xiii) the Offshore Advisors (as defined below), as applicable. “Offshore Advisors” means Elliott Advisors (UK) Limited (“EAUK”), EALL LLP (“EALL”), Elliott Financial Italia S.R.L. (“EFI”) and Elliott Advisors (Jersey) Limited (“EAJL”).

References in this brochure to the “Fund” or the “Funds” mean (i) Elliott Associates, L.P. (“EALP”), (ii) Elliott International Limited (“EIL”) and/or (iii) Elliott International, L.P. (“EILP”), as applicable. EIL invests substantially all of its capital in EILP. Elliott provides investment advice to three co-investment commitments established by Elliott (together with their associated entities, the “Co-Investment Commitments” and each a “CoInvestment Commitment”) – to invest alongside the Funds either in certain U.S., Canadian and European private equity and private credit investments or in certain private debt investments backed by North American (with a primary focus on U.S.) commercial real estate. From time to time, Elliott also manages other Co-Investment Vehicles (as defined in “Conflicts with Other Clients” in Item 10 below) with respect to certain investments made alongside the Funds, including Ginsberg Aggregator LP, Elliott Alto Co-Investor Aggregator L.P. and Elliott Metron Co-Investor Aggregator L.P. ***** EIM serves as the investment manager of the Funds and is owned indirectly by Paul Singer and trusts for the benefit of members of his family. EIM also serves as the investment manager of the Co-Investment Commitments and other Co-Investment Vehicles. EIMCT and EAJL are each wholly-owned subsidiaries of EIM, and EIMFL is owned by EIM and a senior employee of Elliott. EIMFL Sub is a wholly-owned subsidiary of EIMFL. EMC is owned by ECA, which is owned indirectly by Paul Singer and trusts for the benefit of members of his family. EMC provides services to the Funds pursuant to a services agreement with EIM. The Singer LLC serves as a general partner of EALP and is owned directly by Paul Singer. ECA also serves as a general partner of EALP and, as described above, is owned indirectly by Paul Singer and trusts for the benefit of members of his family. SGP also serves as a general partner of EALP and is owned directly and indirectly by Paul Singer and certain current and former senior employees of Elliott. Hambledon serves as the general partner of EILP and is owned indirectly by Paul Singer, trusts for the benefit of members of his family and certain senior employees of Elliott. Hambledon Management LLC is a wholly-owned subsidiary of Hambledon. Paul Singer serves as the Chief Executive Officer and a director of EIL. EMCCA provides services to the Funds pursuant to a services agreement with EIM and is owned by EMC and certain senior employees of Elliott. Ginsberg serves as the general partner of Ginsberg Aggregator LP and is owned indirectly by Paul Singer. EAUK is a related person to EIM by virtue of a sub-management and services agreement pursuant to which EAUK derives substantially all of its revenue stream. To the extent applicable, all references herein to EAUK are deemed to be qualified by this statement. EAUK is owned by Paul Singer, indirectly, and certain senior employees of Elliott.

EFI provides services to the Funds pursuant to a services agreement with EAUK and is wholly owned by EAUK. EALL is a related person to EIM by virtue of an investment management services agreement pursuant to which EALL derives a substantial portion of its revenue. To the extent applicable, all references herein to EALL are deemed to be qualified by this statement. Gordon Singer is the owner of EALL. ***** Elliott employs a global, multi-strategy, hedged trading approach for the Funds that encompasses a broad range of strategies, including, without limitation, equity-oriented positions, private equity and private credit positions, distressed securities, non-distressed debt, hedge/arbitrage positions (including event arbitrage, related securities arbitrage, convertible arbitrage, volatility arbitrage and fixed income arbitrage), real estate-related securities positions, commodities trading, currency trading, basis trading and portfolio volatility protection positions. Elliott generally trades or invests in a wide variety of financial instruments, including, without limitation, stocks, bonds, swaps, options, futures, forwards, swaptions, private equity, and structured credit products, including mortgage-backed securities, asset-backed securities, collateralized debt obligations, and correlation products. Elliott’s trading mandates are extremely broad, and encompass virtually every type of asset, investment interest, security or property (real or personal) which can be traded or purchased. The Co-Investment Commitments invest alongside the Funds either in certain U.S., Canadian and European private equity and private credit investments or in certain private debt investments backed by North American (with a primary focus on U.S.) commercial real estate. As of December 31, 2025, Elliott had approximately US$128,623,830,745 of regulatory assets under management and approximately US$84,678,470,548 of net assets under management (excluding certain deferred amounts and any undrawn capital commitments) on a discretionary basis. These numbers are based on estimated and unaudited information as of such date and are therefore subject to change. Elliott does not manage any assets on a non-discretionary basis.

General The fees and compensation to Elliott are described in the current confidential private offering memorandum of each of EIL and EALP (each, an “Offering Memorandum”), the advisory contract with each of EALP, EIL and EILP, and the limited partnership agreements of EALP and EILP, as applicable. Paul Singer, in his capacity as Chief Executive Officer of EIL, has earned and may in the future earn fees payable on a deferred basis, subject to the terms of EIL’s Offering Memorandum. The Funds are “qualified purchasers” (as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended). Elliott deducts fees from the Funds. For more information regarding the timing of such deductions, please see each Fund’s Offering Memorandum.

Fees and compensation, if any, to Elliott with respect to advising other Advisory Clients (including the Co-Investment Commitments) are determined on a case-by-case basis and described in the applicable governing documents for such Advisory Clients. Each Fund bears all reasonable expenses related to its operations and affairs and its business of trading and investing, including, without limitation, interest expenses, brokerage commissions (see Item 12 – “Brokerage Practices” below), short dividends, transfer taxes, custodial fees, insurance, taxes, legal and accounting fees and expenses, transaction fees, registration fees, filing fees, bank charges, registrar and transfer agent fees, research, due diligence and information gathering expenses, offering and investor communication expenses, directors’ fees (in the case of EIL), fees and expenses incurred by the Fund with respect to Trading Consultants, Senior Advisers and Operating Executives (other than with respect to services provided for the benefit of Elliott) and JV Partners (as further described herein and in Item 8 below), fees and expenses related to valuation, and other trading or investment-related fees and expenses, including in each case with respect to proposed but unconsummated investments (collectively, the “Fund Expenses”). In addition, to the extent a Fund owns a portfolio investment, in whole or in part, or participates in a multi-investment blind pool (including a managed account or private investment vehicle) managed by independent managers or advisers who provide certain investment management services (a “Managed Investment”), expenses borne by such portfolio investment or Managed Investment (including fees payable to the advisers and other service providers of such Managed Investment) will be borne indirectly by the Fund. For purposes of clarity, Fund Expenses for each Fund include, without limitation, (i) offering fees and expenses of each Fund, including in connection with (A) the preparation and amendment of each Fund’s Offering Memorandum, the limited partnership agreement of EALP, the memorandum and articles of association of EIL, the exempted limited partnership agreement of EILP, each Fund’s subscription agreement, any investment management agreements and other governing documents of the Fund, (B) complying with “world sky” regulations and private placement regimes, including Regulation D, blue sky, and similar regulations, (C) negotiating, documenting and complying with provisions of any side letter agreement with investors, and investor communication expenses (including investor reporting costs, document production, printing and distribution costs, costs associated with Intralinks, the secure portal that is used to post documents and reports to investors in the Funds, legal fees and expenses in connection with investor relations (including responding to investor inquiries), capital raising and redemption and transfers of capital), and (D) negotiating, documenting and complying with any bank-sponsored or similar platform arrangements, (ii) costs and expenses relating to identifying, evaluating, researching, structuring, negotiating and documenting portfolio investments (including proposed portfolio investments not ultimately consummated), (iii) premiums and fees for insurance to benefit, directly or indirectly, the Fund (or portfolio investments of the Fund), the holders of interests therein, Elliott or its affiliates or their respective shareholders, partners, members, officers, directors, employees, and agents, with respect to liabilities to any person in connection with the affairs of the Fund (or portfolio investments of the Fund) and for directors’ and officers’ liability insurance or other similar insurance policies, including errors and omissions insurance, financial institution bond insurance and cybersecurity related insurance, (iv) reasonable travel and related expenses where the primary purpose of such travel is related to current or potential investments (which typically includes business or first class airfare), including attending conferences and/or similar networking events related to the sourcing and/or evaluation of potential investment opportunities, (v) fees and expenses of being a trade association member (including membership fees), attending trade association meetings, industry conferences or similar meetings, whether for research purposes and/or for networking purposes in connection with sourcing and evaluating investment opportunities, or to otherwise advance the interests of the Fund, (vi) Bloomberg fees, research and

software expenses, and other expenses incurred in connection with subscriptions, publications and data services providing price feeds, reference data, news, securities and company information, company fundamental data, and political information, including the entire amount of any flat-fee research and/or subscription services that are primarily used for Fund purposes but also used by Elliott for its own ancillary purposes (e.g., investor relations or public affairs activities), (vii) fees and expenses relating to trading, order management, processing, trade capture, asset servicing, valuation, tax, accounting and similar software and systems (including position reconciliation, risk monitoring and portfolio management and monitoring systems), in each case, as well as fees and expenses for related licensing, installation, integration, data transfer connectivity, servicing and maintenance, data repositories, data management and recovery services, custom development and related third-party consulting services (including long-term technology or IT consultants that are primarily used for Fund purposes but also used by Elliott for its own ancillary purposes, including consultants who share certain attributes of employees of Elliott (such as, for example, maintaining a dedicated office at Elliott, using an Elliott e-mail address, and participating in internal firm meetings)), (viii) with respect to real estate investments, property management, construction management and development management fees, leasing commissions, and reimbursements for a portion of the payroll and overhead for third parties performing property management, (ix) fees and expenses relating to proxy solicitations, including fees paid for proxy advisory services and proxy subscription and any legal or other costs associated with proxy solicitation contests, (x) fees and expenses of public relations firms, executive search firms (including for searches for Trading Consultants, Senior Advisers and Operating Executives), investigation firms, and other similar service providers, as well as social media costs (e.g., LinkedIn subscriptions), in each case for services related to the Fund’s investment activities (as opposed to internal personnel matters of Elliott), (xi) legal, filing, regulatory, compliance, auditing, tax, consulting, lobbying, engineering, accounting, valuation, administrative, and other professional fees and expenses incurred in connection with the Fund, and any actual or potential portfolio investment thereof, (xii) fees and expenses relating to the purchase or sourcing of loans and other debt securities (including sourcing fees, clearing and settling charges, private placement fees, syndication fees, solicitation fees, arranger fees, sales commissions, pricing and valuation fees (including, without limitation, appraisal fees), collateral management fees, facility fees, float fees or similar fees, interest expenses, and loan servicing fees), (xiii) financing, interest and other fees and expenses relating to any forwards, swaps, options or other derivatives contracts, and costs, fees and expenses relating to the incurrence and repayment of indebtedness (together with any interest and other amounts payable thereon and fees and expenses related thereto) of the Fund, (xiv) fees and expenses relating to investigating, initiating, supervising, or monitoring class action or other litigation involving assets of the Fund, including where one or more Elliott entities are parties thereto, (xv) any other fees and expenses of engaging in, marketing or being affiliated with an activist campaign relating to current or potential investments of the Fund, (xvi) expenses associated with Elliott proposing or nominating directors or executives in connection with portfolio investments, including sourcing, indemnification and other expenses, regardless of whether the nomination is successful, and (xvii) fees and expenses relating to Trading Consultants, Senior Advisers and Operating Executives and JV Partners, including but not limited to their compensation, travel and other expenses, legal expenses incurred by them relating to their retention by the Fund, and any indemnification expenses, including indemnification for any claims by or against their prior employers relating to their prior employment arrangements, and their legal fees and other expenses related thereto. Participants in each Co-Investment Commitment will directly or indirectly bear their share of expenses, including, but not limited to, (i) expenses incurred in connection with formation, operation and administration activities of, or related to, such Co-Investment Commitment and its portfolio investments and (ii) such Co-Investment Commitment’s share of (a) expenses related to specific investment opportunities and (b) general expenses applicable to such Co-Investment

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1.

The Funds

Trading Objective The Funds’ principal objective is to generate a return which is as high as is consistent with a goal of minimizing losses during adverse financial market periods. A basic goal is to avoid significant losses under all market conditions. References in this Item 8 to the activities of the Funds are deemed to include the activities performed on behalf of the Funds by Elliott and/or service providers, as applicable. There is no stated formal procedure by which a fundamental change in the Funds’ investment strategies or policies may be implemented. As noted below, Elliott has wide discretion to pursue such investment strategy or strategies as it considers appropriate. Other than as set out in each Fund’s Offering Memorandum, no investment restrictions have been imposed with respect to the Funds (however, Elliott from time to time in its sole discretion enters into agreements with leverage providers or other counterparties which impose limits or restrictions on the type of securities or other assets into which the monies or assets provided by such counterparty, or the assets of the Funds more generally, may be invested), and there is no maximum level of leverage the Funds may employ. Trading Program The Funds pursue a program of trading in public and private securities having the following characteristics: 1)

Diversification of strategies;

2)

An attempt to deploy capital to the extent feasible in strategies that are designed either to offset the risks of other strategies or to contain patterns of results which are not expected to correlate with other strategies undertaken by the Funds or with the financial markets;

3)

A significant component of strategies involving hedging;

4)

Diversification of positions;

5)

An attempt to profit through frequent trading in short-term price movements;

6)

A controlled degree of financial leverage to the extent that the Funds believe that such leverage fits within their overall goals;

7)

An attempt to substitute effort or complexity in exchange for risk;

8)

The identification and pursuit of situations in which value can be created by an activist approach or other debt or equity investments that involve or result in control positions in companies; and

9)

Situations and strategies which have an unusually high skewness of return.

Diversification of Strategies The Funds participate in a number of different strategies. This diversification of strategies reduces the impact of any one strategy on either the profitability or risk of the Funds’ results. Thus, the Funds intend for such diversification to increase the consistency of their results compared with what such results would be without such diversification. However, there can be no assurance that such diversification will be achieved or have the desired effect on the Funds’ results. Correlation Among Strategies While several of the strategies and positions are individually risky, certain of the Funds’ strategies are expected either to offset in some degree the risks of other strategies employed by the Funds or to contain patterns of risk and return which are not expected to correlate with other strategies undertaken by the Funds. However, there can be no assurance that engaging in a number of strategies will have the desired overall volatility-dampening effect. In recent years, the financial markets have been characterized by increasingly concentrated speculative money flowing in and out of different asset classes and subclasses in powerful waves of momentum-motivated trading. As a result, the correlation among financial assets has become increasingly unpredictable, even among assets which may analytically be perceived as closely related, or conversely among assets that are generally considered to be unrelated. This unpredictability may adversely affect the Funds’ goal of consistency of results, although the Funds attempt to adjust their mix of activities in order to try to keep the volatility of results as low as possible. Hedging A number of the trading strategies employed by the Funds are “hedged” strategies, in which a long position in one or more assets is associated with a short position in one or more different assets. While hedging is intended to dampen the volatility of movement of the combined “hedged” positions, the nature of the relationship depends substantially on the exact legal, contractual, and

analytical connection between the long and the short position, as well as how the long assets actually trade in relation to the short assets, which may result in tracking error which is unpredicted, for a variety of reasons or for no apparent reason at all. Diversification of Positions The Funds have a large number of positions, and intend to limit position size to the extent deemed by them to be consistent with the overall risk-limitation goal. While there are no limits on the size of individual positions, the Funds use position size as an important control of portfolio risk. From time to time, positions in excess of 15% of a Fund’s capital may be taken; however, such large positions are taken only under unusual circumstances, and no positions at or near that size are in the Funds now or recently. Active Trading The Funds are active traders of securities, engaging in a high volume of securities transactions each year worth billions of dollars. The Funds may engage in hundreds of trades on a daily basis, with frequent short-term turnover. Elliott uses a variety of communication methods to communicate with trading desks of several leading Wall Street brokerage houses, and maintains active accounts at several brokerage houses. Elliott constantly analyzes and monitors market and economic data, applies sophisticated trading strategies, and utilizes proprietary applications to obtain and evaluate market data. Elliott’s analysts and traders constantly monitor and trade securities to take advantage of short-term price movements and mispricings on a regular and continuous basis. Control of Financial Leverage Leverage includes the augmenting of the capital of the Funds through borrowings. Leverage enables an investor to have positions larger than otherwise, and thus magnifies the potential for both profits and losses. The interest cost of borrowing is normally variable, and could rise sharply at a time when the additional assets purchased with such leverage come under market pressure. In light of the above, the Funds, through Elliott, carefully control their leverage as part of their overall risk-limitation efforts. The Funds use leverage in taking positions where they believe that the risks of leveraged positions are not likely to jeopardize their overall capital-preservation goal. For example, certain bond hedging strategies involve securities whose price movements are perceived to be predictable enough that the Funds may undertake such trades utilizing the minimum required margin deposit (which may be a very small fraction of the notional value of the trade). In other cases, particularly unhedged positions, the Funds will post most or perhaps all of the value of the position as capital employed in the trade, depending on their view of the anticipated range of price fluctuations of the securities involved in the trade. It is paramount to the overall risk-limitation goal of the Funds that the Funds’ assessments of the risks of positions which are leveraged are correct. While Elliott and its affiliates have been engaged in such portfolio risk-structuring since each Fund’s inception, there is no assurance that Elliott’s assessments in this regard will be successful in the future. Using Effort or Complexity to Manage Risk The Funds particularly seek out situations where complexity and/or an unusually high degree of manual effort can be undertaken in exchange for a favorable risk to return ratio, or from a pattern of returns which is thought to be uncorrelated with the Funds’ other positions and with the forces

impacting stocks and bonds generally. Thus, each Fund’s pursuit of its goals may be enhanced by its willingness to expend greater effort per dollar of investment than other firms. Elliott’s approach is designed to be highly opportunistic in focusing on situations which will enable it to utilize its research staff and a broad range of experience and skills. The Funds utilize a variety of applications, models and programs, some of which are commercially available and some of which were developed by Elliott and/or its staff. Activist and Controlling Interest Approaches The Funds seek situations where value can be created, not just identified, by a direct and activist approach to companies or other investments that may involve or result in control positions in companies. The applicable activist approach will depend on the circumstances and can take a variety of forms. The activist approach will generally involve seeking to influence the management of a target company with respect to a change in strategy, a restructuring, a sale of the company or unit, a recapitalization or other types of significant business decisions. In distressed investing, this means serving at times on official or unofficial creditors’ committees. In closed-end fund trading, it means encouraging or attempting to cause fund managers to take steps to narrow the discounts to net asset value at which the funds trade. In event arbitrage, it could mean taking steps to attempt to influence the outcome or structure of a transaction, including by direct approaches to the issuer or principals. In other investments, it could mean direct or indirect debt or equity investments in public or private companies of sufficient size to influence or to actually control such companies or the acquisition of businesses, in either case, in order to seek to realize value through strategic or operational enhancement. Skewness of Return A very high ratio of potential reward to risk can itself provide an attractive investment profile. Thus, the Funds are always looking to create cheap options of various kinds, especially those whose payoffs are greatest when the financial markets are under pressure. The Strategies The Funds’ trading mandates are extremely broad, and encompass virtually every type of asset, investment interest, security or property (real or personal) which can be traded or purchased or sold short. This section attempts only to summarize the Funds’ current strategies, sectors of capital deployment and portfolio mix. While the Funds’ broad and eclectic approach is thought by Elliott to enhance its ability to meet the Funds’ overall goals, investors will not have complete knowledge, at any point in time, as to the nature or breadth of the strategies and sectors of capital deployment of the Funds, and the mix may change in substantial measure over time. Also, as the market environment continues to change, the Funds may engage in techniques and purchase instruments that are not even mentioned in their current Offering Memoranda, without notice to investors, if in Elliott’s judgment the new activities are appropriate for the Funds. While Elliott and its affiliates have had many years of experience (since 1977) with similar goals, the world keeps changing and the Funds are deploying capital in areas of extreme complexity. While the diversification and risk limitation techniques have been given substantial thought and consideration by Elliott, Elliott could be wrong about important aspects of these activities. The Funds employ multiple strategies. At any point, such strategies may include some or all of the following: 

Equity-oriented positions



Private equity and private credit positions



Distressed securities



Non-distressed debt



Hedge/Arbitrage o

Event arbitrage

o

Related securities arbitrage

o

Convertible arbitrage

o

Volatility arbitrage

o

Fixed income arbitrage



Real estate-related securities positions



Commodities trading



Currency trading



Basis trading



Portfolio volatility protection positions

The relative proportions of the strategies employed by the Funds are determined by the Funds’ view of the currently available attractive opportunities and mix. However, perceived market opportunities could cause the Funds to change the mix of strategies. Any such changes would be completely in the discretion of Elliott and would be without notice to investors. Trading Consultants, Senior Advisers and Operating Executives; JV Partners In implementing its trading mandate, Elliott, the Funds and other Advisory Clients or portfolio investments thereof (including Portfolio Companies, Start-Up Portfolio Companies and FundOwned Managers) from time to time retain the services of independent consultants, advisers, executives and other similar professionals, including entities controlled by such individuals (“Trading Consultants, Senior Advisers and Operating Executives”) who are not Elliott employees. Trading Consultants, Senior Advisers and Operating Executives as a whole provide a wide range of services to or with respect to the Funds and other Advisory Clients or portfolio investments thereof, and the nature of these services vary considerably. These services may include, but are not limited to: sourcing investments and exit opportunities; providing due diligence, research, industry insights and/or trade/investment-related analysis and assistance; providing operational advice or assistance to or for portfolio investments; making introductions and/or providing a source of credibility with respect to management teams and other counterparties; and serving as executive, director, adviser or equivalent of one or more portfolio investments of the Funds and other Advisory Clients. In addition, Trading Consultants, Senior Advisers and Operating Executives serving as executives and/or directors of a portfolio investment also provide services directly to the Funds and other Advisory Clients and/or to Elliott.

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Elliott provides investment advice to the Funds, the Co-Investment Commitments and to CoInvestment Vehicles formed in connection with certain investments made by the Funds. Investors in the Funds include pension plans, sovereign wealth funds, endowments, charitable organizations, funds-of-funds, insurance companies, high net worth individuals and families, and Elliott insiders. The minimum initial investment in each Fund is US$5,000,000. The general partners of EALP may, in their discretion, accept lesser amounts with respect to EALP. The board of directors of EIL may, in its discretion, also accept lesser amounts with respect to EIL to the extent permitted by applicable law. Investors or participants in a Co-Investment Vehicle are generally drawn from the same categories of investors as the Funds. The minimum initial investment in a Co-Investment Vehicle is determined on a case-by-case basis. See “Conflicts with Other Clients” in Item 10 below.

Elliott receives performance-based compensation from the Funds. For more information regarding such compensation, please see the current Offering Memorandum of each Fund. Since the amount of fees paid/allocations made to Elliott is dependent in part on the profitability of the applicable Fund, Elliott may have an incentive to cause the Funds to make investments that are riskier or more speculative than would be the case if such fees/allocations were not dependent on the Funds’ net asset value and profitability. Elliott believes that this risk is mitigated for a variety of reasons, including by virtue of a number of factors that it believes align its and its employees’ interests with those of the Funds’ investors (e.g., Elliott insiders are collectively the largest investor in the Funds). Additionally, since the amount of fees paid/allocations made to Elliott is dependent on the net asset value and the profitability of the applicable Fund, there is a conflict of interest in the valuation of the Funds’ portfolios by Elliott. In order to mitigate this conflict, Elliott has retained the services of The Bank of New York Mellon (“BNYM”), Kroll (“Kroll”) and Empire Valuation Consultants (“Empire”) to provide certain services, as more fully described below. BNYM provides shadow administration services for the Funds, including maintaining the customary financial and accounting books and records in support thereof and daily reconciliation of positions and transactions. While BNYM is not the pricing agent for the Funds, BNYM independently verifies the prices used to determine the value of the Funds’ portfolios by gathering price quotes from directed pricing sources, such as market data vendors, pricing services, OTC dealers, and independent valuation experts, including Kroll and Empire. Specifically, BNYM verifies that the prices assigned to positions by Elliott are within tolerance levels designated by Elliott for the applicable asset class. Additionally, BNYM confirms the size and terms of positions in the Funds’ portfolios, including cash positions, by reconciling positions to independent third parties, including, without limitation, prime brokers, custodians, counterparties, agent banks, administrators and issuers with whom these positions are held. Each quarter, BNYM renders a report to Elliott, which is made available to investors, providing, among other metrics, statistics

regarding its coverage of positions that have been reconciled and prices that have been verified to external sources. Kroll provides Elliott with an independent price verification of certain positions as designated by Elliott, including the structured product book, and certain positions that are considered to be “Level 3” under FASB Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures. Empire provides Elliott with similar independent price verification services with respect to certain “Level 3” positions for which Kroll is not engaged to provide such services. Specifically, Kroll and Empire each issue a “positive assurance” opinion that indicates whether Elliott’s pricing of the positions reviewed is “reasonable.” On a quarterly basis, Kroll and Empire each render a report to Elliott regarding the results of the price verification exercise conducted for the applicable reporting period and issue a summary letter for the purpose of making it available to investors. Elliott has a valuation committee (the “Valuation Committee”), which has adopted valuation policies and procedures and updates such policies and procedures as necessary or appropriate. The Valuation Committee meets monthly (and more frequently if deemed necessary) (i) to review and approve pricing exception reports, (ii) to override any price determination when it is deemed necessary or appropriate under the circumstances, (iii) to review and approve the quarterly reports prepared by BNYM, Kroll and Empire, as further described above, (iv) to review the values assigned to “Level 3” positions, and certain other assets for which Kroll or Empire, as applicable, expresses no opinion or is unable to verify that the valuation is reasonable, (v) to review changes in the valuation methodology of private positions and/or (vi) to approve independent pricing sources and price verification service providers. The Valuation Committee includes senior employees from across various disciplines within Elliott, a majority of whom are non-investment personnel. In addition to the services of BNYM, Kroll and Empire, Harmonic Fund Services, as registrar and transfer agent, calculates fees, allocates income and issues investor account statements on a quarterly basis and Grant Thornton LLP performs a full scope audit of the Funds’ financial statements on an annual basis. Elliott generally trades the portfolios of the Funds on a pro rata basis based on relative capital. However, allocations of trades between the Funds may vary based upon a number of factors, including (but not limited to): the relative amounts of capital in each Fund available for new investments of the type at issue; current positions in the applicable security; odd lots; de minimis allocations; the liquidity of each Fund at the time of investment and thereafter; applicable tax and regulatory considerations; the overall portfolio composition of each Fund; and such other reasons as Elliott may from time to time determine. In certain situations (e.g., new issues, as further described in the following paragraph), these considerations may result in the investment being held in only one Fund or the investment being held on a non-pro rata basis. See Item 10 below for information regarding conflicts of interest concerning allocations of investment opportunities, including with respect to co-investments. Currently, all “new issues” (as defined under the rules of the Financial Industry Regulatory Authority, Inc. (the “FINRA Rules”)) are allocated solely to EALP, as EIL is not currently set up to be allocated new issues in accordance with the FINRA Rules. This allocation procedure is practiced in order to reduce the possibility of the potentially adverse consequences that would follow if a class of shares (e.g., the “non-IPO” class) were to exceed 25% “plan assets” under ERISA or Internal Revenue Code Section 4975, thereby making EIL itself “plan assets” thereunder.

Elliott also receives performance-based compensation from the Co-Investment Commitments, which differs from the performance-based compensation received from the Funds. For more information regarding such compensation, please see the confidential private offering memoranda of the Co-Investment Commitments. Elliott may face conflicts of interest in managing the Funds and the Co-Investment Commitments, including that it may have an incentive to favor the Funds based on the compensation it receives. See “Allocation of Investment Opportunities” in Item 10 below.

CFTC/NFA Registration EIM, EIMFL, EIMCT and EMC are registered as commodity pool operators with the Commodity Futures Trading Commission (the “CFTC”) and are members of the National Futures Association (the “NFA”). Paul Singer is registered with the CFTC as an associated person of the foregoing entities and is approved by the NFA as an associate member in connection therewith. Services by Certain Related Persons As noted above, EIM serves as the investment manager of EALP, EIL and EILP and the CoInvestment Commitments. Hambledon serves as the general partner of EILP. ECA, the Singer LLC and SGP serve as the general partners of EALP, and Paul Singer is currently serving as the Chief Executive Officer and a director of EIL. In addition, each relying adviser listed on Schedule R of EIM’s current Form ADV, Part 1A provides services (directly or indirectly) to the Funds (other than Ginsberg which only serves as the general partner of Ginsberg Aggregator LP). General Conflicts of Interest Generally, while Elliott intends to avoid situations involving conflicts of interest, there may be situations in which the interests of the Funds and other Advisory Clients, a portfolio investment thereof or otherwise, may conflict with the interests of any other Advisory Client of Elliott or its affiliates. On any matter involving a conflict of interest not provided for in the Funds’ and/or other Advisory Clients’ offering or governing documents, Elliott will be guided by its good faith judgment as to the best interests of the Funds and other Advisory Clients and shall take such actions as are determined by Elliott to be necessary or appropriate to ameliorate such conflicts of interest or otherwise resolve such conflicts in a manner that it determines in good faith is equitable to the Funds and other Advisory Clients. To the extent Elliott determines it necessary or appropriate, Elliott may seek investor consent with respect to any matter as to which Elliott determines in good

faith that such a conflict of interest exists. Such consent will be obtained in accordance with the procedures set forth in the Funds’ and other applicable Advisory Clients’ offering and governing documents. Senior Management Conflicts Elliott, Mr. Singer, as well as Mr. Pollock and the other Partners may engage in other business activities (including any business with respect to securities) and earn profits therefrom and will not be required to refrain from any other activity or, except to the extent necessary to perform their obligations under any applicable investment management agreement or other governing agreement, to devote all or any particular part of their time and effort to the Funds, any other Advisory Clients and their affairs. Elliott, Mr. Singer, as well as Mr. Pollock and the other Partners may conduct any other business, including any business with respect to securities. Without limiting the generality of the foregoing, each of the foregoing individuals and entities, or their affiliates, may act as investment adviser or investment manager for others, may manage funds, accounts or capital for others, may have, make and maintain investments in its own name or through other entities, and may serve as an officer, director, consultant, partner or shareholder of one or more investment funds or partnerships or any other entities, whether or not such entities are in the securities industry. None of the foregoing individuals or entities shall have any obligation to engage in any transaction (including, without limitation, the purchase or liquidation of a security) for the accounts of the Funds and other Advisory Clients that such persons may engage for their own accounts or funds, accounts or capital of others. The interests of the various individuals and entities described above may at times not be aligned with the interests of the Funds and other Advisory Clients. Conflicts Arising from the Management of Both Funds The management of the Funds may result in conflicts of interests when Elliott and its related persons allocate their time and trading opportunities between the Funds. Specifically, Mr. Singer will be required to allocate his time and attention, and portfolio managers, analysts, traders and operations personnel will be required to allocate their time and attention, between the Funds. Elliott generally trades the portfolios of the Funds on a pro rata basis based on relative capital, with consideration of a number of factors described in Item 6 above. From time to time, Elliott effects trades between the Funds. Any such trade must be pre-approved by Elliott’s compliance department and other relevant control functions. Any such trade is generally effected at the prevailing market price/carrying value; however, such price or value may be adjusted by Elliott in its discretion based on all information available to Elliott, as permitted by applicable law. No brokerage commission or transfer fee is paid to Elliott or its affiliates in connection with any such transactions. Such transactions are conducted in compliance with any applicable provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). In general, Elliott seeks to have investments made by the Funds owned pro rata by the Funds based on the relative capital in each Fund. As a result of subscriptions to, and/or redemptions from, the Funds (and in certain other cases), Elliott, from time to time, effects trades between the Funds for rebalancing purposes in order to maintain the Funds’ target allocation ratio with respect to an investment, or allocates new trades between the Funds in a manner that achieves the target allocation ratio over a period of time. In making any such determination, Elliott may take into account tax, regulatory or other considerations that it determines appropriate in its discretion. Such trades may be effected by Elliott at the time of the subscriptions to, and/or redemptions from, the

Funds, or at such other times that Elliott determines appropriate in its discretion. Trading for rebalancing purposes may occur following such investor capital activity in one Fund only, and such trades result in additional transaction costs (and potentially adverse tax consequences) to the other Fund. Notwithstanding any such costs, Elliott believes that such rebalancing trades in the aggregate are in the best interests of both Funds. There are circumstances in which both Funds are participating in an investment, but for tax, regulatory or other reasons, Elliott will effect a trade between the Funds, or allocate new trades in a manner that is not pro rata, if (i) Elliott believes that such trade or allocation is in both Funds’ best interests (e.g., in order to maintain a certain aggregate overall position size with respect to the investment but where one Fund is unable to exceed a specified threshold with respect to such investment without adverse consequences), or (ii) such trade or allocation may provide a benefit to one Fund, or absent such trade or allocation, there may be adverse consequences to one Fund, and Elliott determines in good faith, in either such case, that it does not expect such trade to result in adverse consequences to the other Fund. In addition, such trade or allocation may result in the Funds holding different securities or other financial instruments at different periods of time and Elliott will effect trades in such positions in a manner in which Elliott believes is in each Fund’s best interest. In connection with the foregoing, if an investment is not held in accordance with the Funds’ target allocation ratio, Elliott may over a period of time allocate new trades in such investment in a manner that is not pro rata in order to bring the Funds’ position in such investment closer to the target allocation ratio, effect cross trades between the Funds to achieve the target allocation ratio, or continue to trade the position consistent with its then-current allocation ratio. Differences in the composition of the Funds’ portfolios have produced disparities in the rates of returns experienced by investors in the Funds. There are also circumstances in which the Funds are both participating in an investment, but for tax, regulatory or other reasons, only one of the Funds provides credit support, a guarantee or an indemnity to the counterparty, or enters into a particular transaction with the counterparty. In other circumstances, a counterparty may require the Funds to be obligated on a joint and several liability basis, and as a result each Fund provides a guarantee of the other Fund’s obligations in such transaction. In each of the foregoing cases, the Fund providing the credit support, guarantee or indemnity, or entering into the particular transaction with the counterparty, will be indemnified by the other Fund with respect to its additional exposure in relation to such transactions and will therefore have credit exposure to the other Fund. Similar arrangements may be put in place with respect to other Advisory Clients. (See “Conflicts with Other Clients” below.) In addition, from time to time, one Fund will write a swap contract for the other Fund, typically to address legal, regulatory or tax considerations. As a result of such a swap transaction, the Fund writing the swap will provide leveraged exposure to a security (or securities or other instruments) to the other Fund, and will therefore have credit exposure to the other Fund. Similarly, from time to time, one Fund may enter into debt transactions with the other Fund, typically to address legal, regulatory or tax considerations in connection with an investment. In connection with such transactions, while Elliott determines the lending terms, financing rates and collateral requirements, Elliott seeks to match such terms with those available from independent third parties transacting in arms’-length transactions in its good faith discretion. Mr. Singer and his affiliates, Mr. Pollock, the other Partners and senior management employees, have a financial interest in the returns of both of the Funds, although at times they have different amounts invested in each Fund and, therefore, have a greater financial interest in the return of one Fund than in the return of the other Fund. As a result, a conflict of interest arises in allocating trading opportunities between the Funds. Elliott generally trades the portfolios of the Funds on a

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Code of Ethics Overview Elliott has adopted a Code of Ethics (the “Code of Ethics”), which sets forth standards of conduct for employees of Elliott and certain consultants to whom the Code of Ethics is made applicable (collectively, “Covered Persons”). Among other things, the Code of Ethics contains provisions designed to (i) prevent improper or inappropriate personal trading by Covered Persons; (ii) prevent the improper use of material, non-public information by Covered Persons; and (iii) prevent Covered Persons from engaging in outside business activities without consent. Elliott will provide a copy of the Code of Ethics to the Funds and other Advisory Clients or to any prospective client upon request.

Personal Securities Trading Covered Persons are generally prohibited from directly or indirectly trading securities for their own account or anyone else’s account. Other than permitting the pre-approved liquidation of positions acquired prior to their employment or engagement with Elliott, Covered Persons are generally restricted from purchasing or selling equities, corporate debt, commodities (other than in physical form), futures, forwards, currencies or any derivatives. Investments in money market funds, U.S. Treasury and U.S. agency securities that are guaranteed by the United States, securities issued or guaranteed by the United Kingdom and debt securities issued or guaranteed by a sovereign where the Covered Person or the Covered Person’s immediate family maintains citizenship are permitted under Elliott’s trading securities policy. Investments in mutual funds, index funds, exchange-traded funds (excluding exchange-traded funds that reference the price of a single security, commonly referred to as “single-stock exchange-traded funds”), exchange-traded notes, closed-end funds, commodities (in physical form), investment-grade municipal securities, and commercial paper rated no lower than A1/P1, are also permissible. Elliott’s compliance department may restrict a Covered Person’s ability to make such permissible investments if it believes the Covered Person is engaged in excessive trading. Any exceptions to the personal securities trading policy must be approved by Elliott’s compliance department. To the extent that a Covered Person is permitted to make investments, such Covered Person may make outside investments that, at the time of investment, present no conflict of interest but may present conflicts of interest in the future. For example, a Covered Person may invest in a company that grows to a size that may make the company an attractive investment for the Funds and other Advisory Clients or the company may become an acquisition target for a portfolio investment of the Funds and other Advisory Clients. In these situations, the Covered Person may have the incentive to have the Funds and other Advisory Clients pay a higher price than is in their best interests. To mitigate this conflict, Elliott will take such steps as it determines are appropriate, which may include excluding the Covered Person from the investment approval process with respect to the relevant investment to the extent it is deemed to be in the best interests of the Funds and other Advisory Clients.

Selection of Brokers; Research Brokerage transactions for the Funds will be executed by brokers and dealers generally selected by Elliott on the basis of obtaining the best overall terms available consistent with the principles of best execution, based on a variety of factors, including the following: the ability to achieve prompt and reliable executions at favorable prices; the operational efficiency with which transactions are effected; the financial strength, integrity and stability of the broker; the quality and comprehensiveness of related services considered to be of value; and the competitiveness of commission rates in comparison with other brokers satisfying Elliott’s other selection criteria. In certain circumstances, the Funds pay a broker a commission in excess of that which another broker might have charged for effecting the same transaction in recognition of the value of the brokerage and the provision or payment (or the rebate to the Funds for payment) of the costs of property or related services provided by the broker (e.g., custodial services, research services, news and quotation services, applications/software and publications). Accordingly, if Elliott determines in good faith that the amount of commissions charged by a broker is reasonable in relation to the value of the brokerage and products or services provided by such broker, the Funds may pay commissions to such broker in an amount greater than the amount another broker might charge.

Soft Dollar Benefits Soft dollar arrangements generally arise when an investment adviser obtains products and services, other than securities execution, from a broker-dealer in return for directing client securities transactions to the broker-dealer. Soft dollar arrangements may pose a conflict of interest for Elliott in that such arrangements allow Elliott to pay, with Fund brokerage commissions, expenses that would otherwise be borne by Elliott. In the event that Elliott uses Fund brokerage commissions (or markups or markdowns) to obtain research or other products or services, Elliott could receive a benefit because it would not have to produce or pay for the research, products or services. Elliott believes that this conflict is mitigated because the Funds generally pay for research as a “hard dollar” expense pursuant to the Funds’ advisory agreements and other governing documents. It is currently Elliott’s policy not to engage in any formal soft dollar arrangements with respect to securities transactions for the Funds. However, Elliott enters into securities transactions on behalf of the Funds with broker-dealers that provide, as part of their bundled services, Elliott with access to research and research-related services. Such research and research-related services may be used to service each of the Funds and not exclusively in connection with the management of the Fund that has the relationship with the applicable broker-dealer. Elliott may receive reimbursements from the Funds for payments made by Elliott (either directly or charged to Elliott) for such research and research related services. Elliott may have an incentive to select a broker based on Elliott’s interest in receiving the research or other products or services offered by such broker, rather than on the Funds’ interest in receiving best execution. Although such research or other products or services offered by a broker may influence Elliott in its selection of a broker, Elliott will only select a broker consistent with the best execution principles described above. Broker-dealers generally provide Elliott with the following as part of their bundled services: (i) research, such as proprietary research, which may have been written or oral; (ii) research products, such as databases; and (iii) research services, such as research concerning market, economic and financial data, a particular aspect of economics or on the economy in general; statistical information; pricing data and availability of securities; financial publications; electronic market quotations; performance measurement services; analyses concerning specific securities, companies, industries or sectors; market, economic and financial studies and forecasts; appraisal services; and invitations to attend conferences or meetings with management or industry consultants. Services from Prime Brokers, Custodian Banks, Futures Commission Merchants (“FCMs”) and Swap and Repo Counterparties The Funds’ prime brokers, custodian banks, FCMs and swap and repo counterparties provide Elliott with front and back office services, including, without limitation, margin lending, securities lending, clearing, reporting, settlement of futures contracts, options on futures, equities, options on equities, bonds, foreign currency, foreign currency options, and over-the-counter cleared derivatives, and capital introduction services. Elliott clears trades on behalf of the Funds through such prime brokers, custodian banks, FCMs and swap and repo counterparties. Brokerage for Client Referrals Elliott participates in programs sponsored by certain prime brokers for investors interested in investing in hedge funds (including by speaking at conferences sponsored by such prime brokers). Through such “capital introduction” programs, prospective investors have the opportunity to be introduced to Elliott. Neither Elliott nor any Fund compensates the prime brokers specifically for

their participation in such programs, for the prime brokers’ organizing any related events or for any investments ultimately made by prospective investors attending such events. Although such events and other capital introduction services provided by a prime broker may influence Elliott in deciding whether to use such prime brokers in connection with brokerage, financing and other activities of the Funds, Elliott will only allocate brokerage business to such brokers consistent with the best execution principles described above. Aggregation Procedures Aggregation, or “bunching,” describes a procedure whereby an investment adviser combines the orders of two or more clients into a single order for the purpose of obtaining better prices and lower execution costs. Elliott generally aggregates orders of the Funds, and in such cases, securities purchased or sold generally are allocated between the Funds on an average price basis. When an aggregated order is only partially filled, Elliott will allocate the order as described in Item 6 above. Other Advisory Clients In the event that other Advisory Clients engage in trading, the foregoing paragraphs in this Item 12 will also apply to such Advisory Clients.

See “Brokerage for Client Referrals” in Item 12 above.

On May 5, 2014, EAUK and EMC (together, the “Elliott APRR Parties”) received a written decision in an administrative proceeding from the Sanctions Commission of the Autorité des Marchés Financiers (the “AMF”) in France. The written decision (the “AMF Decision”) related to allegations by the AMF that the Elliott APRR Parties purchased stock of Autoroutes Paris RhinRhône (“APRR”) based on material nonpublic information and that the Elliott APRR Parties manipulated the stock of APRR. In the AMF Decision, the Sanctions Commission found that the Elliott APRR Parties used material nonpublic information in the purchase of APRR shares between May 28, 2010 and June 11, 2010 but held that the Elliott APRR Parties did not commit market manipulation or artificially inflate the price of APRR shares. The Sanctions Commission assessed a penalty of 8 million euros against EMC and 8 million euros against EAUK. Elliott disagrees with the findings against EMC and EAUK in this administrative proceeding. It remains Elliott’s position that its trading in APRR’s securities was lawful at all times. The Elliott APRR Parties’ purchases of APRR stock were made as part of a long-standing trading strategy dating back to 2005. The Elliott APRR Parties purchased APRR stock on over 300 trading days between December 2005 and June 2010. Elliott has long-standing policies and procedures in place to prevent the misuse of material nonpublic information. Consistent with those procedures, Elliott had a Chinese Wall in place with respect to APRR during the period in question, and no material nonpublic information was transmitted to the personnel who directed the purchases of APRR stock. Despite an investigation which included extensive reviews of emails, audiotaped trading lines and interviews with witnesses, the AMF offered no evidence that Elliott’s Chinese Wall was breached, but instead simply concluded that the circumstances supported their inference that the Chinese Wall was breached. The Elliott APRR Parties appealed the AMF Decision to the Paris Court of Appeals. On January 14, 2016, the Paris Court of Appeals affirmed the AMF Decision. Elliott disagrees with the decision of the Paris Court of Appeals and the Elliott APRR Parties appealed the decision to the French Supreme Court, the Cour de Cassation. On March 27, 2019, the Cour de Cassation affirmed the AMF Decision. Elliott disagrees with the decision of the Cour de Cassation. On February 6, 2020, the European Court of Human Rights declined to hear the application of the Elliott APRR Parties. The Elliott APRR Parties subsequently submitted an application to the European Commission

regarding, among other things, the incorrect application of EU law, with a view to appealing the decision of the French courts. On June 21, 2021, Elliott was notified that the European Commission had rejected the application. None of the costs associated with this matter (including the penalty assessed by the Sanctions Commission and the cost of the appeal) have been or will be borne by the Elliott funds, and Elliott continues to believe that this matter did not have an adverse impact on the funds. AZ India On June 5, 2020, Elliott Advisors (HK) Limited, EMC, EALP, EILP, The Liverpool Limited Partnership, Mansfield (Mauritius) Limited, Suffolk (Mauritius) Limited (collectively, the “Elliott AZ Parties”) and AstraZeneca Pharmaceuticals AB Sweden (“AZ Sweden”) received a written order in an administrative proceeding conducted under Sections 11(1), 11(4) and 11(B) of the SEBI Act 1992 by the Securities and Exchange Board of India (“SEBI”). The order relates to allegations by SEBI that the Elliott AZ Parties and AZ Sweden employed manipulative and deceptive devices by conducting fraudulent negotiations to influence the delisting price of shares in AstraZeneca Pharma India Limited (“AZ India”). The delisting of AZ India was proposed by AZ Sweden in early 2014 but did not take place. The SEBI order can be interpreted as saying that the Elliott AZ Parties and AZ Sweden did not comply with requirements under the SEBI (Prohibition of Fraudulent and Unfair Practice Relating to Securities Market) Regulations, 2003. The Elliott AZ Parties and AZ Sweden were censured and directed to refrain from similar actions in the future. No monetary penalty was imposed. Elliott strongly disagrees with the order and the findings, considers them to be wholly without factual and legal foundation, and it remains Elliott’s position that the activities of the Elliott AZ Parties were lawful at all times. AMF/XPO On April 22, 2020, EAUK and ECA (referred to below as the “Elliott XPO Parties”) received a written decision in an administrative proceeding from the Sanctions Commission of the Autorité des Marchés Financiers (the “AMF”) in France relating to the Elliott XPO Parties’ activity concerning a tender offer conducted by XPO Logistics, Inc. and XPO Logistics France (collectively “XPO”) for the shares of Norbert Dentressangle SA (“NDSA”) in 2015. In the written decision the AMF found (i) that the Elliott XPO Parties inaccurately described their derivative holdings as “contracts for difference” rather than as “equity swaps” in their public disclosure of their position in NDSA; (ii) that the Elliott XPO Parties did not declare their intention to not tender their holdings in NDSA into XPO’s tender offer in a timely manner; and (iii) that EAUK impeded the AMF’s investigation by making a delayed production of documents that the Elliott XPO Parties, in the AMF’s view, should have understood were being sought by the AMF. Although the Sanctions Commission accepted that the Elliott XPO Parties’ declarations relating to XPO’s tender offer did not in fact mislead or cause market participants to modify their strategies concerning the tender offer, and found no intent by EAUK to impede the AMF’s investigation through the delayed production of materials, it nevertheless imposed a fine of €15 million against EAUK and a fine of €5 million against ECA. Elliott strongly disagrees with the findings against the Elliott XPO Parties in this administrative proceeding, considers them wholly without foundation, vigorously opposes any suggestion of

wrongdoing, and appealed the matter to the Paris Court of Appeals. On March 24, 2022 the Paris Court of Appeals determined that the Elliott XPO Parties were not in fact required in their declarations of intent to distinguish the type of their derivative holdings and reduced the fine against EAUK by €1 million and against ECA by €0.5 million. However, the Court of Appeals upheld the AMF’s findings that: (i) the Elliott XPO Parties were nevertheless required to distinguish the type of their derivative holdings in their other filings; (ii) the Elliott XPO Parties did not declare their intention to not tender their holdings in NDSA into XPO’s tender offer in a timely manner; and (iii) EAUK impeded the AMF’s investigation by making a delayed production of documents that the Elliott XPO Parties, in the AMF’s view, should have understood were being sought by the AMF. Elliott disagreed with the decision of the Paris Court of Appeals and appealed the decision to the French Supreme Court, the Cour de Cassation. On April 4, 2024 the Cour de Cassation affirmed the decision of the Paris Court of Appeals. Elliott disagrees with the decision of the Cour de Cassation and on August 2, 2024, Elliott submitted an application to the European Court of Human Rights to hear an appeal. On November 13, 2025, the European Court of Human Rights declined to hear Elliott’s application. None of the costs associated with this AMF matter (including the penalty assessed by the Sanctions Commission and the cost of the appeal) have been or will be borne by the Elliott funds, and Elliott continues to believe that this AMF matter did not have an adverse impact on the funds.

Portfolio Review The Funds’ and other Advisory Clients’ positions and investments are regularly reviewed to ensure their conformity to the objectives and risk criteria applicable to their portfolios. This review is conducted by members of Elliott’s risk committee, in conjunction with Elliott’s portfolio managers. In addition, Elliott’s allocation committee oversees the implementation of the firm’s Investment Allocation Policy and ensures that investment and co-investment opportunities are allocated in a fair and equitable manner in accordance with such policies and procedures and its Advisory Clients’ governing documents and related disclosures. Reports to Fund Investors The Funds currently provide their investors with the following types of written communications: (i) monthly performance estimates; (ii) monthly risk reports with exposures and performance attributions; (iii) quarterly investor letters; (iv) quarterly capital account statements; (v) quarterly transparency reports from BNYM; (vi) quarterly letters from the Funds’ price verification agents; (vii) annual audited financial statements and quarterly unaudited financial statements; (viii) in the case of EALP, annual statements of taxable income (i.e., Form K-1s); and (ix) upon request, quarterly Open Protocol Enabling Risk Aggregation reports. In addition, Elliott currently offers quarterly investor conference calls. Certain investors are provided with information about Elliott and the Funds (or other Advisory Clients) in response to questions and requests, and/or in connection with due diligence meetings and other communications, in each case, relating to an investor’s decision to invest as well as ongoing monitoring of its investment (including information regarding portfolio positions), but such information will not typically be distributed to other investors and prospective investors who do not request such information. Each investor is responsible for asking such questions as it believes are necessary in order to make its own investment decision and must decide for itself whether the limited information provided by Elliott is sufficient for its needs. Additionally,

investors (and prospective investors) in the Co-Investment Commitments and/or Co-Investment Vehicles who are also investors in the Funds will generally receive, as part of their ordinary course reporting and/or in marketing materials received from the Co-Investment Commitments and/or such Co-Investment Vehicles, more granular information about the underlying portfolio companies or other investments in which the Funds, the Co-Investment Commitments and/or such CoInvestment Vehicles invest (as compared to information received by other investors in the Funds about such portfolio companies or other investments). Reports to Participants in the Co-Investment Commitments Participants in the Co-Investment Commitments currently receive the following types of written communications: (i) quarterly statements reflecting an estimate of the value of their interests in the portfolio investments; (ii) quarterly reports relating to the portfolio investments; (iii) annual audited financial statements from the applicable entities associated with such Co-Investment Commitment; and (iv) annual statements of taxable income (i.e., Form K-1s). Reports to Other Co-Investment Vehicle Investors Reports to investors in any other Co-Investment Vehicle are determined on a case-by-case basis.

For purposes of Rule 206(4)-2 under the Advisers Act (the “Custody Rule”), Elliott is deemed to have custody over the assets of the Funds and the entities associated with the Co-Investment Commitments. In accordance with the Custody Rule, a qualified custodian is not required to deliver quarterly account statements to the Funds or their investors, or to the entities associated with the Co-Investment Commitments or their participants, because annual audited financial statements are delivered to investors within 120 days after the end of the fiscal year of each of the Funds and the applicable entities associated with the Co-Investment Commitments. To the extent that Elliott is deemed to have custody of another Co-Investment Vehicle’s assets, Elliott will similarly have annual audited financial statements delivered to investors in such CoInvestment Vehicle within 120 days after the end of such Co-Investment Vehicle’s fiscal year.

Elliott has discretionary authority to manage securities accounts on behalf of the Funds and other Advisory Clients. Investors in the Funds and participants in the Co-Investment Commitments may not place any limits on Elliott’s authority beyond the limitations set forth in the applicable offering and governing documents. Any limitations placed on Elliott’s authority to manage any other Advisory Client’s assets will be determined on a case-by-case basis. See “Conflicts with Other Clients” in Item 10 above.

Proxy Voting Policy Elliott has voting discretion over securities held in the Funds’ accounts, and it will exercise such discretion in what it considers to be in the best interests of the Funds. In fulfilling its obligations to the Funds, Elliott will act in a prudent and diligent manner intended to enhance the economic value of the securities therein. Elliott generally intends to vote proxies or consents for securities held in the Funds’ accounts in the manner recommended by the relevant issuer’s management, to the extent applicable, unless Elliott’s analyst and/or portfolio manager responsible for the position determines to advise otherwise. However, Elliott also reserves the right to abstain from voting proxies or consents that it determines are not material to the Funds. Elliott has adopted proxy voting policies and procedures, which are summarized below. Elliott maintains a “Conflicts List” containing the names of issuers with respect to which Elliott has identified a potential conflict of interest. Such conflicts may arise, for example, from the following relationships: 1)

the issuer (or its pension funds or affiliates) is an investor in a Fund;

2)

the issuer has a material business relationship with Elliott;

3)

the proponent of a proxy proposal has a business relationship with Elliott;

4)

Elliott has material business relationships with candidates for director in a proxy contest; or

5)

a Covered Person has a personal interest in the outcome of a particular matter (although Elliott anticipates that this should not be the case given its “no trading” policy).

The foregoing list provides examples of possible conflicts of interest and is not meant to be comprehensive. With respect to an issuer that appears on the Conflicts List, Elliott will utilize the following procedures: 1)

If the issuer appears on the Conflicts List because of a conflict relating to the analyst and/or portfolio manager responsible for voting the proxy or consent (e.g., the analyst and/or portfolio manager has a personal interest in the outcome of a particular matter), the vote for the proxy or consent will be recommended by the analyst and/or portfolio manager’s supervisor or another portfolio manager; and

2)

If the issuer appears on the Conflicts List because of a conflict relating to Elliott generally (e.g., the issuer or an affiliated pension fund or other affiliate is an investor in the Funds, a Covered Person is a director of the issuer, etc.), Elliott’s compliance department will conduct an evaluation of the then-existing facts and circumstances to determine if a material conflict exists. If after conducting such evaluation, Elliott’s compliance department is not able to reasonably conclude that a material conflict in fact exists, the analyst and/or portfolio manager shall vote the proxy or consent in the same manner as it would had the issuer not appeared on the Conflicts List. Otherwise, with respect to public proxies, the analyst and/or portfolio manager will review the

recommendations of the major independent proxy services and will vote as recommended by an independent proxy service retained by Elliott unless Elliott’s compliance department determines that such a vote is not in the best interests of the Funds. With respect to consents or approvals related to debt securities and securities for which there is no public market, (e.g., shareholder consents, approvals of plans of reorganization, etc.), to the extent Elliott’s compliance department determines a conflict exists, Elliott will determine the appropriate method to resolve the conflict, which may include abstaining from providing consent, engaging a third-party advisor to assist in determining whether to provide consent or such other methods as Elliott determines in good faith to be in the best interests of the Funds. Special considerations may apply in cases of conflicts of interest involving ERISA investors. Elliott may consult with legal counsel in such instances. Elliott applies the foregoing proxy voting policy with respect to its other Advisory Clients. Upon the request by a Fund or other Advisory Client, Elliott will disclose to such Fund or Advisory Client how it voted proxies for securities owned by such Fund or Advisory Client. Elliott will provide a copy of its proxy voting policies and procedures to the Funds and to other Advisory Clients upon request. Class Action Participation Procedures To the extent that Elliott has discretion to participate in class action lawsuits filed against companies or issuers in which the Funds or any other Advisory Clients are invested, Elliott will generally participate in such class action lawsuits unless it believes that such participation is not in the best interests of the Funds or such Advisory Clients, as applicable, and any proceeds received with respect to such class action lawsuits will only be for the benefit of investors in the Funds or Advisory Clients participating in such lawsuits at the time such awards are received.

Not applicable.