Eversept Partners, LP

Eversept Partners, L.P., a Delaware limited partnership (“Eversept”), was founded in September 2015 by Kamran Moghtaderi to provide discretionary investment advisory services to pooled investment vehicles operating as private investment funds. Eversept currently sponsors the following U.S. and non-U.S. private investment funds, which it manages and directs the investment and reinvestment of assets for: o

Eversept Global Healthcare Fund, L.P., a Delaware limited partnership (the “GHC Master Fund”);

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Eversept Global Healthcare Offshore Fund, Ltd., a Cayman Islands exempted company (the “GHC Offshore Fund”, and together with the GHC Master Fund, the “GHC Funds” or the “GHC Fund”);

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Eversept ELS Master Fund, L.P., a Cayman Islands exempted limited partnership (the “ELS Master Fund”);

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Eversept ELS Offshore Fund, Ltd., a Cayman Islands exempted company (the “ELS Offshore Fund”, and together with the ELS Master Fund, the “ELS Funds” or the “ELS Fund”);

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Eversept Generations Fund, L.P., a Delaware limited partnership (the “EGF Master Fund”, and together with the GHC Master Fund and ELS Master Fund, the “Master Funds” or the “Master Fund”); and

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Eversept Generations Offshore Fund, Ltd., a Cayman Islands exempt company (the “EGF Offshore Fund” and together with EGF Master Fund, the “EGF Funds” or the “EGF Fund”).

The EGF Funds follow a substantively similar investment strategy as the long-only share class of the GHC Funds. The ELS Funds are a customized fund-of-one created and managed for a single alternative investment adviser. Eversept also provides discretionary investment advisory services to other persons, including to third-party private investment funds on a sub-advisory basis and to separately managed accounts (“Other Accounts”), which generally invest on a pari-passu basis with one or more of the Investment Funds (as defined below) in accordance with the terms of the respective sub-advisory or investment advisory agreement. Additionally, Eversept provides discretionary investment sub-advisory services to a non-traded registered investment company. Such services are not discussed herein as investors can find more information about the related fees and operating expenses in the respective fund’s prospectus. An affiliate of Eversept, Eversept GP, LLC (“GP I”), a Delaware limited liability company, acts as the general partner of the GHC Master Fund, Eversept GP II, LLC (“GP II”), a Delaware limited liability company, acts as the general partner of ELS Master Fund, and Eversept GP III, LLC (“GP III”, together with GP I and GP II, the “GPs” or the “GP”), a Delaware limited liability company, acts as the general partner of EGF Master Fund. Kamran Moghtaderi is the managing principal of Eversept, and managing member of GP I, GP II and GP III and directly and indirectly owns 100% of these entities.

Each of the GHC Funds and the EGF Funds may be referred to individually in this Brochure as an “Eversept Fund” and together as the “Eversept Funds”. Each of the GHC Funds, the ELS Funds and the EGF Funds may be referred to individually in this Brochure as an “Investment Fund” and together as the “Investment Funds”. Each of the Investment Funds and the Other Accounts may be referred to individually in this Brochure as a “Fund” and together as the “Funds”. The terms for each Investment Fund are disclosed in detail in the relevant Investment Fund’s offering documents that are provided to prospective investors prior to investment. Eversept acts as the investment manager of each Investment Fund. In addition, Eversept provides discretionary investment advisory services to one or more Other Accounts. The investment objectives, fee arrangements and terms of Other Accounts are individually negotiated and often differ, perhaps materially, from the Eversept Funds. Such terms include enhanced ability to withdraw cash or securities from the accounts (or terminate Eversept’s authority to trade such account) subject only to limited restrictions provided in the account agreement, as well as distinct and highly negotiated investment strategies and fee structures. Such Other Account relationships are typically subject to significant account minimums. In the future, Eversept or its affiliates may (i) act in an investment advisory capacity to certain whollyowned subsidiaries and trading vehicles of the Investment Funds used to carry out certain investment objectives of the Investment Funds, (ii) provide investment advisory services to other investment funds, and (iii) provide discretionary and/or non-discretionary services to Other Accounts (all present and future advisory clients of Eversept, including the Funds and the Other Accounts, the “Advisory Clients”). As further described in Item 8 below, the primary source of return generation of the Investment Funds comes from investing and trading in a broad array of securities and financial instruments, domestic and foreign, publicly traded or privately placed. Additionally, Eversept may allocate certain Funds’ capital to hedging activities designed to preserve capital and mitigate risk. The hedging activities may involve the Investment Funds owning financial instruments or entering into hedging agreements which may include a wide range of securities, options, futures, swaps and other assets Eversept deems appropriate. Generally, investors in any of the GHC or EGF Funds do not have the ability to individually tailor their investments or impose specific investment restrictions. However, when deemed appropriate, a GHC Fund may create a special class of interests or shares to accommodate a particular investor’s or a group of investors’ unique investment restrictions. From time to time the Funds also enter into side letters and other agreements and arrangements with certain investors which provide terms and conditions that are more advantageous than those set forth in the applicable Funds’ offering materials. Such terms and conditions may include special rights to make future investments in the Funds or other investment vehicles or accounts managed by Eversept, different transparency rights, reporting rights, and/or different fee terms. Eversept does not participate in wrap fee programs. As of December 31, 2025, Eversept and its affiliates manage approximately $1.7 billion of Advisory Client assets on a discretionary basis and does not currently manage any assets on a non-discretionary basis. It should be noted that the assets under management disclosed here has been calculated differently than that of “regulatory assets under management” as disclosed in Eversept’s Form ADV Part 1, Item 5.F.

Unless otherwise provided in the applicable side letters, Eversept is compensated for its advisory services with respect to each Fund as follows: o

The GHC Funds – Class A/Class F-B: Eversept receives a management fee, payable quarterly in advance, equal to 0.4375% (1.75% per annum) of the value of each investor’s capital account or shares. Eversept also receives an annual incentive allocation or fee equal to 20% of net profits of the GHC Fund subject to the return of any amount in the loss recovery account.

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The GHC Funds – Class F-A: Eversept receives a management fee, payable quarterly in advance, equal to 0.3125% (1.25% per annum) of the value of each investor’s capital account or shares. Eversept also receives an annual incentive allocation or fee equal to 15% of net profits of the GHC Fund subject to the return of any amount in the loss recovery account. Class F-A terms revert to Class A terms effective January 1, 2027.

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The GHC Funds – Class L-A: Eversept receives a management fee, payable monthly in advance, equal to 0.0833% (1.00% per annum) of the value of each investor’s capital account or shares. Eversept also receives an annual incentive allocation or fee equal to 20% of net profits of the GHC Fund subject to a hurdle and the return of any amount in the loss recovery account.

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The GHC Funds – Class M-A/Class M-B1/Class-B2: Individually negotiated.

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The GHC Funds – Class S/Class L-S: Individually negotiated.

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The EGF Funds – Class L: Eversept receives a management fee, payable monthly in advance, equal to 0.0833% (1.00% per annum) of the value of each investor’s capital account or shares. Eversept also receives an annual incentive allocation or fee equal to 20% of net profits of the EGF Fund subject to a hurdle and the return of any amount in the loss recovery account.

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The ELS Funds – Individually negotiated.

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Other Accounts – Individually negotiated.

Class F-A and Class F-B of the GHC Funds are founder classes and are closed to new investments. Class M-A, Class M-B1 and Class-M-B2 of the GHC Funds are classes of interests/shares offered to clients of a third-party selling agent. Class L-A and Class L-S of the GHC Funds and Class L of the EGF Funds are classes of interests/shares that invest in long-only portfolios (see additional details relating to these classes in the relevant fund documents). Eversept or its affiliates deduct fees from the Eversept Funds’ assets. The management fee is generally paid to Eversept from the Eversept Funds either quarterly or monthly in advance (adjusted for subscriptions during the calendar quarter). In the event of a withdrawal/redemption request made other than as of the last day of a month or quarter, as applicable, Eversept or its affiliates will not refund management fees for the remaining period. The incentive allocation or fee, as applicable, is generally allocated or paid to Eversept, its affiliates or designated person(s) at the end of each fiscal year (adjusted for any withdrawals or redemptions during the year) or upon any investor redemption in an amount based on the portion of the investment redeemed.

Eversept’s fees with respect to the Eversept Funds are generally not negotiable. Notwithstanding the foregoing, Eversept has elected to waive or offer reduced fees to certain investors in one or more Eversept Funds, including to investors that are affiliates or employees of Eversept, members of the immediate families of such persons and trusts or other entities for their benefit, or for certain large or strategic investors. Investors in certain classes of interest in the Eversept Funds are generally limited in their ability to terminate their participation in a Fund. In addition to other redemption and transfer restrictions that are described in each Eversept Fund’s governing documents, certain classes of interests in the Eversept Funds limit redemptions such that redemption requests are subject to a quarterly gate equal to a percentage of an investor’s capital account balance. To the extent a redemption request exceeds such limit, the excess will be deferred and treated as a request for redemption on each of the next successive quarterly redemption dates until fully satisfied. In addition to the management fee and incentive allocation or fee described above, each Eversept Fund shall bear its own expenses. Such expenses vary by Eversept Fund, but generally include the following (note, however, that this is not a complete list of expenses): (A) all expenses incurred in connection with the ongoing offer and sale of interests of the Eversept Fund, including, but not limited to, expenses (including compliance related expenses) incurred by the GP or Eversept pursuant to applicable law in connection with the offer and sale of such Interests in any jurisdiction, (B) all operating expenses of the Eversept Fund such as tax preparation fees, governmental fees and taxes, insurance, administrator fees (including trade affirmation and trade break reconciliation fees), advisory committee member fees, communications with investors, and ongoing legal, compliance costs of the Eversept Fund (including, without limitation, expenses relating to preparation of regulatory filings (such as Schedule 13Fs, Schedule 13Hs, Schedule 13Gs, Schedule 13Ds, Form PF and Form D/Bluesky) and of third-party compliance consultants to assist with such filings), accounting, auditing, bookkeeping, consulting and other professional fees and expenses; (C) all Eversept Fund trading and investment related costs and expenses (e.g. brokerage commissions, margin interest, expenses related to short sales, custodial fees and clearing and settlement charges) and research related expenses including: travel; airfare; car rental; taxi fare; hotel accommodations and meals; market data; news and quotation equipment; conferences; subscriptions to publications; consultants; legal; investment research, broker research, and other research related costs and services; (D) all fees to protect or preserve any investment held by the Eversept Fund, as determined in good faith by GP or its delegate; (E) all fees and other expenses incurred in connection with the investigation, prosecution or defense of any claims by or against the Eversept Fund; and (F) indemnification, insurance (including a portion of D&O/E&O and indemnification insurance) and other extraordinary expenses. An investor in an Eversept Fund may be bearing expenses (including litigation expenses) incurred by the Eversept Fund relating to investment(s) that such investor has not participated in. To the extent that expenses to be borne by an Eversept Fund are paid by Eversept or the GP, the relevant Eversept Fund will reimburse that party for such expenses. Refer to Item 12 – Brokerage Practices for further information relating to trading and investment related costs and expenses. Other Account clients typically pay their own expenses as set forth in the relevant offering materials or investment management agreement. In the event expenses are required to be allocated amongst Advisory Clients, the Adviser will seek to allocate the expenses in a fair and equitable manner taking into account the extent to which each Advisory Client benefits from the particular product or services. Depending upon the nature of the expense, the allocation methodology applied by the Adviser may vary. Such methodologies may include allocating the expense (i) on a pro rata basis in proportion to the relevant Advisory Clients’ assets under management or relative use of the item of expense (or relative participation in an investment, if the expense is related to such investment); (ii) equally among all participating Advisory Clients; or (iii) in another manner that the Adviser deems fair and equitable. Eversept renders its services to Advisory Clients at its own expense and will be responsible for its overhead expenses including office rent; utilities; furniture and fixtures; stationery; secretarial/internal administrative services; salaries and bonuses; entertainment expenses; employee insurance and payroll taxes.

It is critical that investors refer to the relevant Eversept Fund’s offering documents for a complete understanding of how Eversept is compensated for its advisory services. The information contained in this Item 5 is a summary only and is qualified in its entirety by the relevant Eversept Fund’s offering documents.

All references to the GHC Fund in this Item 8 refer to GHC Fund Class A, and may include one or more other Funds or Other Accounts, to the extent applicable based on the investment mandate of such other Fund or Other Account. Methods of Analysis and Investment Strategies The GHC Fund was organized for the purpose of investing and trading in a broad array and type of securities and financial instruments, domestic and foreign, publicly traded or privately placed, including, but not limited to, common and preferred stocks, bonds and other debt securities, convertible securities, limited partnership interests, mutual fund shares, options, warrants, custom baskets, commodities, futures, derivatives (including swaps, forward contracts and structured instruments), currencies, monetary instruments and cash and cash equivalents. Eversept is eligible to trade a limited amount of commodities or financial futures on behalf of the GHC Fund by virtue of certain Rules adopted by the CFTC pursuant to the Commodity Exchange Act (“CEA”) that provides for exemptions from registration as a commodity pool operator and commodity trading adviser. The following is a general description of the principal types of securities in which the GHC Fund may invest, certain trading techniques that it may employ, the investment criteria that it plans to apply, and the guidelines that it has established with respect to the composition of its investment portfolio. The following description is merely a summary and an investor should not assume that any descriptions of the specific activities in which the GHC Fund may engage are intended in any way to limit the types of investment activities which the GHC Fund may undertake or the allocation of Fund capital among such investments. Eversept reserves the right to alter any GHC Fund investment policy or strategy as deemed appropriate from time to time in its discretion without obtaining investor approval. However, Eversept will notify investors prior to any material alteration of the GHC Fund’s investment policy or strategy. The GHC Fund’s investment objective is to seek positive absolute returns primarily through a combination of long investment positions and short selling to achieve capital appreciation, while also attempting to preserve capital and mitigate risk through diversification of portfolio investments and hedging activities. No assurance can be given, however, that the GHC Fund will achieve its objective, and investment results may vary substantially over time and from period to period. Overview - Eversept anticipates that most of the GHC Fund’s assets will be invested on a global basis in publicly traded equity securities. In addition, Eversept has a long-term investment horizon and believes this to be a key source of investment “edge.” Furthermore, particularly on the long side, Eversept intends to concentrate investments in their highest conviction ideas. As a result, a significant portion of the GHC Fund’s assets may be invested in securities of a limited number of issuers and the GHC Fund’s investments may experience significant volatility. The GHC Fund will focus the majority of its research efforts towards investments related to the healthcare and life sciences industries, but it will opportunistically participate in other sectors. In carrying out the GHC Fund’s investment objective Eversept focuses on long and short positions which Eversept has a reasonable expectation will produce positive returns. The GHC Fund’s long position purchases are typically securities that Eversept believes to be undervalued or which Eversept believes will increase in value for any other reason, and the GHC Fund’s short position purchases are typically securities that Eversept believes to be overvalued or which Eversept believes will decrease in value for any other reason. Additionally, Eversept might use long or short trading strategies to generate profits from irrational market behavior or short-term valuation anomalies. Consistent with Eversept’s investment philosophy, the GHC Fund is not constrained by diversification requirements or any other limitations as to the types of securities, other investment instruments, industries, sectors, countries or asset classes that may be invested in by the GHC Fund. The GHC Fund’s investment strategy may also include exchange traded funds, bonds,

convertible securities, contingent value rights, options, event-driven investments, private placements and the use of leverage. Eversept’s investment philosophy is based upon having a long-term focus, concentrating capital behind the strongest ideas and capitalizing on investment ideas ahead of the broader market. Kamran Moghtaderi (the “Portfolio Manager”) has over two decades of experience investing in healthcare on a global basis in both developed and emerging markets across all capitalization spectra. Long positions – Eversept takes into consideration and weighs, among other characteristics, an array of stock-specific and economic factors prior to making an investment. Stock-specific factors – In selecting a company as an investment candidate, Eversept will employ a detailed fundamental analysis coupled with behavioral analysis of investor reaction to a stock price, prior to making an investment. Shorting – Eversept also intends to sell short individual securities as a means of attempting to reduce risk and increase performance. In similar fashion to taking long positions, Eversept takes into consideration and weighs, among other characteristics, an array of stock-specific and economic factors prior to selling short an individual security. Eversept believes that by focusing on specific companies that are experiencing any one or more of these elements, Eversept should be able to identify profitable short sale candidates in most market environments. Strategies and Diversification – Although the strategy and asset allocation utilized by the GHC Fund is primarily centered on publicly traded equities on a global basis, Eversept will remain flexible in its investment approach in order to place the GHC Fund in the best position to capitalize on opportunities in the financial markets. Eversept may employ other strategies and may take advantage of opportunities in diverse asset classes if they meet Eversept’s standards of investment merit. Accordingly, and consistent with Eversept’s approach, there are no fixed diversification requirements or other limitations as to the types of securities or other instruments, industries, sectors, countries or asset classes that the GHC Fund may invest in. Furthermore, Eversept might find a set of investments that it believes to be so compelling in their reward versus risk profile that it may concentrate the GHC Fund’s investment portfolio in a small number of such investments. Illiquid Investments - From time to time Eversept may make investments in one or more of the following: (i) privately offered securities and other similarly illiquid securities that, in the sole opinion of Eversept, are subject to regulatory, contractual or other restrictions on disposition; (ii) structured products and overthe-counter derivative transactions that, in the sole opinion of Eversept, cannot be replicated by other securities available in the market, thereby making it (in each case) difficult or impossible to value accurately such securities, products or transactions; (iii) investments that are illiquid due to regulatory action, bankruptcy or insolvency of an issuer or counterparty, or otherwise and/or (iv) other investments that GP I, in consultation with Eversept, determines would be in the best interests of the investors not to include in the Net Asset Values of their capital account(s), including, but not limited to, convertible securities and contingent value rights (each such security, product, transaction or investment is referred to herein as a “Illiquid Investment”). Eversept, in its sole discretion, shall determine whether an investment should be categorized as a Illiquid Investment regardless of whether such investment otherwise falls within one of the categories noted above. If Eversept designates an asset as an Illiquid Investment, the investors at the time of such designation will have a proportionate interest in such investment and the investors may not make withdrawals with respect to such Illiquid Investment until a Liquidity Event (as defined below). Investors who are admitted to the GHC Fund after the date on which an Illiquid Investment was designated generally are not entitled to participate in the gain, loss or income of such Illiquid Investment. Management fees will continue to be payable with respect to an Illiquid Investment based on the fair value of such Illiquid Investment as of the relevant calculation date. The performance allocation will not be allocated with respect to an Illiquid Investment until the liquidation of such Illiquid Investment or the determination by GP I (in consultation with Eversept) that such Illiquid Investment is no longer illiquid (a “Liquidity Event”). Upon a Liquidity Event with respect to an Illiquid Investment, any net appreciation attributable to such Illiquid Investment

will be aggregated with the net appreciation or depreciation attributable to all other assets of the GHC Fund in determining the applicability of the performance allocation in the manner discussed herein. The GHC Fund, in the discretion of GP I, may invest in or hold Illiquid Investments through separate or wholly-owned limited liability companies, limited partnerships, liquidating trusts or special purpose vehicles. Furthermore, the GHC Fund may create a separate class of Interests with respect to an Illiquid Investment, in which event (i) the GHC Fund will invest in such Illiquid Investment only with assets attributable to investors who have specifically elected to participate in such Illiquid Investment and (ii) an investment in such Illiquid Investment by the GHC Fund will be subject to such additional terms (including the deduction of management fees and the allocation of the performance allocation) as provided in the Illiquid Investments Supplement to the GHC Fund’s offering memorandum applicable to such Illiquid Investment. Additional information regarding other features of the GHC Fund’s investment program is set forth below. Macro Trades – From time to time, Eversept may use commodities, futures, currencies or other instruments to express a macro view with respect to global economic issues or for hedging purposes. Such positions will represent a small portion of the GHC Fund’s overall portfolio. Event-Driven and Special Situation Investments – Investments in the healthcare sector may be particularly prone to having their price affected by company specific events, including clinical trial outcomes, regulatory decisions, product launches, and product liability lawsuits. Eversept closely follows events such as these and may make investment decisions based upon anticipated outcomes. In addition, the GHC Fund may invest in companies based on the occurrence or non-occurrence of other situations or events, including (but not limited to) spin-offs, mergers and acquisitions, rights offerings, restructurings and bankruptcies. Eversept believes that many such special situations and events carry a high probability of indiscriminate selling or neglect of valuable assets for reasons other than a lack of investment merits. Occasionally, the GHC Fund may engage in risk arbitrage transactions that Eversept believes represent a favorable risk/reward opportunity. Risk arbitrage opportunities generally arise during corporate mergers, leveraged buyouts or takeovers. Frequently, the stock of the company being acquired will trade at a significant discount to the announced deal price. This discount compensates investors for the time value of money and the risk that the transaction may be canceled. If the discount is significantly greater than Eversept’s assessment of the underlying risk, the strategy will be implemented. As with options and fixed income securities, Eversept intends to use event-driven investments as a tactical, opportunistic strategy and not as part of the GHC Fund’s primary investment strategy. Options and Other Derivative Securities – Eversept utilizes derivative securities, primarily options. Eversept may purchase and write put and call options that are traded on national securities exchanges or over-the-counter markets, as well as on electronic communications networks. Options can be used in many ways such as to increase market exposure (i.e., for purposes of leverage), to reduce overall market exposure (i.e., for hedging purposes), to increase the portfolio’s current income, or to reduce the cost basis of a new position. The GHC Fund may also utilize certain options, such as various types of index or “market basket” options (both long and short), in an effort to hedge against certain market related risks, as Eversept deems appropriate. Eversept believes that the use of options and other derivatives may help reduce risk and enhance investment performance. Fixed Income Securities – Eversept may invest in fixed income securities (bonds) as part of the strategic operations of the GHC Fund. Eversept may take advantage of special investment opportunities in the high yield and convertible segments of the fixed income market. Eversept may also seek opportunities in government issued fixed-income securities as deemed appropriate. Private Placements – In addition to investing in publicly traded common equities, the GHC Fund may invest in privately placed unregistered securities that do not have a readily ascertainable market value or other illiquid securities which may be valued but are not freely transferable. Eversept may designate such investments as Illiquid Investments.

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Eversept provides investment advisory services to the Advisory Clients. contributions or account balances in the Advisory Clients are as follows:

The minimum capital

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The GHC Funds – Class A/Class F-A/Class F-B/Class L-A/Class L-S/Class S: $5 million initial capital contribution and $1 million additional capital contribution, each subject to the sole discretion of GP I or the GHC Fund board to accept lower amounts. Additionally, GP I may disallow the partial withdrawal of capital by any investor, if as a result of, or prior to, such withdrawal, the aggregate balance of such investor’s capital account(s) would be less than $100,000.

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The GHC Funds – Class M-A/Class M-B1/Class M-B2: Individually negotiated.

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The EGF Funds – Class L: $5 million initial capital contribution and $1 million additional capital contribution, each subject to the sole discretion of GP III or the EGF Fund board to accept lower amounts. Additionally, GP III may disallow the partial withdrawal of capital by any investor, if as a result of, or prior to, such withdrawal, the aggregate balance of such investor’s capital account(s) would be less than $100,000.

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The ELS Funds – Individually negotiated.

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Other Accounts – Individually negotiated.

As described in Item 5 above, Eversept or Eversept’s affiliates or designated person(s) receive performancebased compensation in the form of an incentive allocation or fee. It should be noted that the possibility that Eversept, its affiliates or designated person(s) could receive performance-based compensation creates a potential conflict of interest in that it may create an incentive for Eversept to effectuate larger and more risky transactions than would be the case in the absence of such form of compensation. Given Eversept provides investment advisory services to the Investment Funds and Other Accounts which provide Eversept with varying levels of compensation, there is a potential conflict of interest related to managing accounts that provide Eversept with performance-based fees alongside accounts that charge lower or no performance-based fees. To address these conflicts of interest, the Firm will generally make allocation decisions based upon the best interests of all Advisory Clients on a fair and equitable basis consistent with the Firm’s fiduciary obligations. Eversept’s policies require it to allocate investments among Advisory Clients in a manner which it believes to be fair and equitable and prohibit the Firm from basing an allocation decision on any of the following, or similar, reasons: (i) to generate higher fees paid by one Advisory Client over another, or to produce greater fees to the Firm or any of its affiliates; (ii) to develop a relationship with an existing or potential investor in an Advisory Client; (iii) to induce future services or benefits to be rendered to the Firm or any employee of the Firm. Certain Other Accounts employ an investment program and strategy substantially similar to that of one of the Eversept Funds and may hold certain overlapping positions with other Eversept Funds. From time to time, any of these Other Accounts have preferential liquidity rights and/or fee structures compared to the Eversept Funds, including the ability to withdraw cash or securities from the account (or terminate Eversept’s authority to trade such account), subject only to limited restrictions provided in the account agreement. These preferential terms could have a negative impact on the performance of other Advisory Client(s), particularly with respect to thinly traded securities. In addition, certain Advisory Clients may hold positions in an issuer that are opposite from those held by other Advisory Clients (e.g., one Advisory Client may hold a long position in a security sold short by another Advisory Client) as a result of differing investment programs. In such instances, transactions executed on behalf of one or more Advisory Clients may have an impact on the performance of the security to the benefit or detriment of the other Advisory Clients holding the opposite position.

Neither Eversept nor any of its supervised persons is registered, or has an application pending to register, as a broker-dealer or representative of any broker -dealer. Neither Eversept nor any of its supervised persons are registered or applying to register as futures commissions merchants, commodity pool operators, commodity trading advisors, or associated persons of the foregoing entities. To the extent an Advisory Client trades or is deemed to trade in commodity interests, Eversept will maintain certain exemptions from registration with the U.S. Commodity Futures Trading Commission as a commodity pool operator or commodity trading adviser, as applicable, with respect to such Advisory Clients. Eversept, its affiliates and its officers, directors, and employees may become aware of, and participate in, business opportunities and investments in which Advisory Clients will not be given an opportunity to participate. Eversept will use its best efforts in connection with the purposes and objectives of each Advisory Client and will devote as much of their business time and effort to the affairs of each Advisory Client as may, in their judgment, be necessary to accomplish the investment objectives of the Advisory Client. Affiliated persons may conduct other business activities, including any business within the securities industry, whether or not such business is in competition with an Advisory Client. Without limiting the generality of the foregoing, Eversept or its affiliated persons may act as the investment adviser for others, may manage funds or capital for others, may have, make and maintain investments in their own name or through other entities, and may serve as officers, directors, consultants, partners or stockholders of one or more investment funds, partnerships, securities firms or advisory firms. It may not always be possible or consistent with the investment objectives of Advisory Clients for the same investment positions to be taken or liquidated at the same time or at the same price.

Eversept has adopted a Code of Ethics, which is a part of Eversept’s compliance manual and has been designed to comply with the requirements of Advisers Act Rule 204A-1. Among other things, the Code of Ethics (i) requires that all employees comply with federal securities laws, (ii) requires that all employees submit to Eversept reports containing their personal securities holdings and transactions in reportable securities, and that Eversept review such reports, (iii) requires all employees to obtain pre-approval of all personal investments, with limited exceptions; and (iv) contains policies and procedures designed to prevent the misuse of material, non-public information. All personnel of Eversept are required to certify their compliance with the Code of Ethics no less than annually. Clients may request a copy of Eversept’s Code of Ethics by contacting Eversept at the address or telephone number listed on the first page of this Brochure. Eversept manages the potential conflicts of interest inherent in personal trading by employees (and certain immediate family members) through rigorous enforcement of its Code of Ethics, which requires, among other things, employees of Eversept to obtain prior approval from the Chief Compliance Officer (or his designee) before engaging in all securities transactions in their personal accounts in reportable securities, with limited exceptions. More specifically, the Code of Ethics contains certain limitations on employee personal investment activities intended to limit the conflict with the interests of Advisory Clients, including a general prohibition on holding single-name securities and derivatives thereof in personal accounts. Generally, if an employee beneficially owns single name securities upon joining Eversept, or obtains beneficial ownership of such securities through inheritance or gifting during their tenure with Eversept, the employee, unless a valid exception applies, must promptly liquidate any holdings in securities issued by companies in the investable universe of Advisory Clients. Employees may continue to hold securities issued by companies that are not in the investable universe of Advisory Clients but may not increase the size of such positions. Any dispositions of single-name holdings may be executed only with pre-approval from the Chief Compliance Officer (or his designee). Certain restrictions are also in place for the trading of ETFs (and their derivatives) focused on the investable universe of Advisory Clients. Employees are permitted to purchase and sell without pre-clearance a narrowly defined universe of instruments (e.g. mutual funds, municipal bonds, treasury securities) and may invest in private placements with preclearance. Eversept serves as the investment manager or sub-adviser to each Fund or Other Account. The activities of one Advisory Client may be in competition with another Advisory Client and/or may involve substantial time and resources of Eversept. Eversept, its employees, affiliates or their related persons may also invest directly or indirectly in any one, some, or all of the Funds. The fact that Eversept, its employees, affiliates or their related persons have a financial ownership interest in the Funds creates a potential conflict in that it could cause Eversept to make different investment decisions than if they did not have such a financial ownership interest. Further, Eversept or its affiliates charge the Funds fees based on a percentage of assets under management via the management fee and based on performance via the incentive allocation or fee. The management fee is payable without regard to the overall success or income earned by the Funds and therefore may create an incentive on the part of Eversept to raise or otherwise increase assets under management to a higher level than would be the case if Eversept were receiving a lower or no management fee. The receipt of an incentive allocation or fee by Eversept or its affiliates may create an incentive for Eversept to make investments for the Funds that are riskier or more speculative than it otherwise would. Furthermore, Eversept and its affiliates are not restricted from forming additional investment funds, from entering into other investment advisory relationships, or from engaging in other business activities, even though such activities may be in competition with the existing Advisory Clients and/or may involve substantial time and resources of Eversept. These activities could be viewed as creating a conflict of interest in that the time and effort of the members of Eversept and its affiliates are not devoted exclusively to the business of the existing Advisory Clients, but are allocated between the business of the existing Advisory

Clients, the management of the monies of future Advisory Clients of Eversept and other activities or ventures, including ventures that are operating companies and/or ventures that compete with the Advisory Clients and/or portfolio companies of a Fund and/or related or unrelated employment, which result in various conflicts of interest between such persons and the Advisory Clients. Eversept uses its best judgment to be fair and equitable to all Advisory Clients to minimize this conflict of interest.

Eversept is responsible for the placement of the portfolio transactions of the Investment Funds and the negotiation of any commissions paid on such transactions. Portfolio securities normally are purchased through brokers on securities exchanges or directly from the issuer or from an underwriter or market maker for the securities. Purchases of portfolio instruments through a broker involve a commission to the broker. Purchases of portfolio securities from dealers serving as market makers include the spread between the bid and the asked price. Eversept also utilizes the services of one or more introducing brokers who will execute the Investment Funds’ brokerage transactions through the broker and custodian who will clear the Investment Funds’ transactions. Securities transactions for the Investment Funds are executed through brokers selected by Eversept in its sole discretion and without the consent of the Investment Funds. In placing portfolio transactions, Eversept will seek to obtain best execution for the Investment Funds, taking into account the following factors: the ability to effect prompt and reliable executions at favorable prices (including the applicable dealer spread or commission, if any); the operational efficiency with which transactions are effected, taking into account the size of order and difficulty of execution; the financial strength, integrity and stability of the broker; the broker’s risk in positioning a block of securities; the quality, comprehensiveness and frequency of available research services and other soft dollar items considered to be of value in accordance with the safe harbor discussed below; and the competitiveness of commission rates in comparison with other brokers satisfying Eversept’s other selection criteria. Eversept is authorized to pay higher prices for the purchase of securities from or accept lower prices for the sale of securities to brokerage firms that provide it with such investment and research information or to pay higher commissions to such firms if Eversept determines such prices or commissions are reasonable in relation to the overall services provided. Research services furnished by brokers may include written information and analyses concerning specific securities, companies or sectors; market, financial and economic studies and forecasts; statistics and pricing or appraisal services; discussions with research personnel; and invitations to attend conferences or meetings with management or industry consultants. Eversept is not required to weigh any of these factors equally. Information so received is in addition to and not in lieu of services required to be performed by Eversept, and the management fee is not reduced as a consequence of the receipt of such supplemental research information. Research services provided by broker-dealers used by the Investment Funds may be utilized by Eversept and its affiliates in connection with their investment services for other clients and, likewise, research services provided by broker-dealers used for transactions of other clients may be utilized by Eversept in performing its services for the Investment Funds. Since commission rates in the United States are negotiable, Eversept’s selection of brokers on the basis of considerations which are not limited to applicable commission rates may at times result in the Investment Funds being charged higher transaction costs than it could otherwise obtain. The term “soft dollars” refers to commissions accumulated by brokers based on an investment manager’s transactions, on behalf of its clients, which may be used by the investment manager to acquire various products or services. The use of client commissions, known as soft dollars, to pay for these products and services (“soft dollar items”), including research and brokerage services, presents investment managers with potential conflicts of interest and may give incentives for investment managers to use certain brokers without regard to their obligations to their clients. For example, Eversept may receive soft dollar items that Eversept would otherwise be obligated to provide to, or acquire at its own expense for, the Investment Funds. Nonetheless, Eversept believes that such soft dollar items may provide the Investment Funds with benefits by supplementing the research and services otherwise available to the Investment Funds. Section 28(e) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), provides a “safe harbor” to investment managers who use soft dollars to obtain investment research and brokerage services. In order to qualify for the safe harbor, the products or services must provide assistance to the investment manager in the performance of its investment decision-making responsibilities, or must relate to the execution of a trade. Eversept intends to use soft dollars generated by eligible Advisory Client’s brokerage transactions to pay for research, other soft dollar items that fall within the safe harbor afforded by Section

28(e), or for products or services the expenses of which would otherwise be required to be paid by the Advisory Client and for certain products and services that might be considered partially within, and partially outside, the safe harbor, i.e. “mixed use” items. Certain of the investment research and brokerage services received by Eversept through soft dollar payments are typically broadly useful and of value to Eversept in rendering investment advisory services to all or a significant portion of its Advisory Clients, but may in certain circumstances be relevant and useful for the management of only one or a few Advisory Client’s accounts, or may be useful for the management of merely a segment of certain Advisory Clients’ accounts, regardless of whether any such account or accounts paid commissions to the broker-dealer through which such research service was obtained. Although Eversept believes that its Advisory Clients benefit overall from the products and services obtained with their soft dollars, Advisory Clients may not benefit equally. Eversept also directs some Fund brokerage business to brokers who refer prospective investors to the Investment Funds. Because such referrals, if any, are likely to benefit Eversept but will provide an insignificant (if any) benefit to investors, Eversept has a potential conflict of interest with an Investment Fund when allocating brokerage business to a broker who has referred investors to the Investment Fund. To prevent brokerage commissions from being used to pay investor referral fees, Eversept will not allocate brokerage business to a referring broker unless Eversept determines in good faith that the commissions payable to such broker are reasonable in relation to those available from non-referring brokers offering services of substantially equal value to an Investment Fund. The GP or Eversept may sell interests in the Eversept Funds through broker-dealers, placement agents and other persons and pay a marketing fee or commission in connection with such activities, including ongoing payments, at the GP’s or Eversept’s own expense (except in circumstances involving directed brokerage). In certain cases, the GP or Eversept reserves the right to pay a one-time fee or sales charge, on a fully disclosed basis, with the consent of the affected investor, to a broker-dealer or placement agent based upon the capital contribution of the investor introduced to an Investment Fund by such broker-dealer or agent. Any such sales charge would be assessed against the referred investor and would reduce the amount actually invested by the investor in the Investment Fund. Eversept may at times determine that certain securities will be suitable for acquisition by the Investment Funds and by other accounts managed by Eversept, and, possibly, including Eversept’s and/or the GP’s own accounts or accounts of an affiliate. If that occurs, and Eversept is not able to acquire the desired aggregate amount of such securities on terms and conditions which Eversept deems advisable, Eversept will endeavor to allocate in good faith the limited amount of such securities acquired among the various accounts for which Eversept considers them to be suitable. Eversept shall make such allocations among the accounts on a pro rata basis, except in circumstances where Eversept determines that a pro rata allocation would not be suitable given the investment policies, strategies and circumstances particular to the various accounts involved. In those circumstances, Eversept may make such allocations among the accounts in a manner which it considers to be fair under the circumstances and as measured over time, including, but not limited to, allocations based on relative account sizes, the degree of risk involved in the securities acquired, and the extent to which a position in such securities is consistent with the investment policies and strategies of the various accounts involved. Eversept may aggregate purchase and sale orders of securities held by one or more Investment Funds with similar orders being made simultaneously for other accounts or entities if, in Eversept’s reasonable judgment, such aggregation is reasonably likely to result in an overall economic benefit to the respective Investment Funds based on an evaluation that the Investment Funds will be benefited by relatively better purchase or sale prices, lower commission expenses or beneficial timing of transactions, or a combination of these and other factors. In many instances, the purchase or sale of securities for the Investment Funds will be effectuated simultaneously with the purchase or sale of like securities for other accounts or entities. In such instances, Eversept will average the price of all units of such security bought or sold by the Investment Funds and other advisory clients of Eversept in any single trading day (the “Average Price”). The price that the Investment Funds and such other Advisory Client(s) pay or receive for such securities bought or sold in the same trading day will be the Average Price multiplied by the number of units of such security bought or sold by the Investment Funds and such other Advisory Client(s), respectively. In rare

circumstances, Eversept may elect to use the actual purchase or sale price instead of the Average Price, if it determines, in its sole discretion, that using the Average Price would be unfairly prejudicial to the Investment Funds or such other Advisory Client(s). An individual trade may be effected at a price that is higher than would have been the case without the aggregation of orders, as contemplated by this paragraph. Eversept, however, believes that the aggregation as a whole will result in a net benefit to the Investment Funds. Eversept does not permit Fund investors to direct it to execute Fund transactions through specific brokerage firms.

Eversept has entered into written arrangements with third parties to solicit investors into certain of the Eversept Funds. All such compensation is fully disclosed to each investor consistent with applicable law. All such referral activities are conducted in accordance with SEC Rule 206(4)-1 under the Advisers Act as well as relevant SEC guidance. In general, third-party solicitors typically receive a portion of the fees otherwise payable to Eversept in relation to investments secured by the solicitors.

There are no legal or disciplinary events that are material to a client’s or prospective client’s evaluation of Eversept’s advisory business or the integrity of Eversept’s management.

The Investment Funds’ accounts are reviewed by the following individuals: Kamran Moghtaderi, Managing Principal of Eversept; Balkir Zihnali, Chief Operating Officer and Chief Compliance Officer of Eversept; and Ron Rosenstraus, Chief Financial Officer of Eversept. Specifically, Mr. Moghtaderi is responsible for managing Eversept’s portfolios and the risk management of such portfolios. Mr. Moghtaderi reviews the portfolios and research pipeline on an ongoing basis. In addition, Mr. Moghtaderi uses an internally developed proprietary risk system to view the portfolio and exposures on a regular basis. Mr. Rosenstraus, in his capacity as Chief Financial Officer of Eversept, in coordination with the independent administrator, reconciles all trades. Balkir Zihnali, in his capacity as Chief Operating Officer and Chief Compliance Officer of Eversept, periodically reviews Eversept’s investments with respect to consistency with applicable law and regulations. Eversept has engaged a third-party administrator to provide monthly unaudited statements to investors in the Investment Funds, and also provides periodic unaudited performance information, no less frequently than quarterly, and annual audited financial statements to investors in the Investment Funds. All such reports are written. The Investment Funds may agree to provide additional information to certain investors upon request.

Eversept or its affiliates, by virtue of their status as the investment manager or general partner (as applicable) of the Investment Funds, are deemed to have custody of client funds and securities because they have the authority to obtain client funds or securities, for example, by deducting advisory fees from a client’s account or otherwise withdrawing funds from a client’s account. Account statements related to clients are sent by qualified custodians to Eversept. To ensure compliance with Rule 206(4)-2 under the Advisers Act, all investors in the Investment Funds will be provided with audited financial statements, prepared by an independent accounting firm that is registered with and subject to review by the Public Company Accounting Oversight Board, in accordance with U.S. Generally Accepted Accounting Principles, within 120 days of the end of the respective Investment Fund’s fiscal year. Additionally, the administrator for the Investment Funds sends monthly account statements to investors. Investors should carefully review the audited financial statements of the Investment Funds and monthly account statements upon receipt. Eversept may use additional qualified custodians in the future. As described under Item 13, the Investment Funds have engaged a third-party administrator whose responsibilities include sending account statements to investors. Fund investors do not receive custodial or prime brokerage statements from the administrator; however, the administrator reconciles the Investment Funds’ accounting records with the records of the prime brokers or custodians. Eversept generally is not deemed to have custody of funds and securities held by the Other Accounts.

Eversept has discretionary authority to manage the investments of the Investment Funds and Other Accounts and is authorized to make purchase and sale decisions for those accounts. As explained in Item 4 above, individual investors in the Eversept Funds do not have the ability to impose limitations on Eversept’s discretionary authority. Prospective investors of the Investment Funds are provided with an offering memorandum prior to their investment and are encouraged to carefully review the offering memorandum, along with all other relevant offering documents, and to be sure that the proposed investment is consistent with their investment goals and tolerance for risk. Such prospective investors must also execute a subscription agreement, which constitutes a legal, valid and binding obligation of the investor, enforceable in accordance with its terms, and a limited partnership agreement.

Eversept understands and appreciates the importance of proxy voting and ensuring that its proxy voting procedures are clearly described to investors. To the extent that Eversept has discretion to vote the proxies of the Investment Funds and Other Accounts it manages and has a reason to vote, Eversept will vote (or abstain from voting) any such proxies in the best interests of the impacted Advisory Client(s). Prior to voting any proxies and, if applicable, Eversept’s Chief Compliance Officer (or his designee) will identify any potential material conflicts of interest related to the proxy in question. If a material conflict is identified, the Chief Compliance Officer (or his designee) will then decide (which may be in consultation with outside legal counsel or third-party compliance consultants) as to whether the conflict is material or not. If no material conflict is identified, Eversept will make a decision on how to vote the proxy in question. Eversept has retained a custodian/service provider to assist it with the receipt, processing and record-keeping of any proxies received on behalf of the Investment Funds. Additionally, Eversept may retain an independent third party to vote proxies in certain situations (including situations where a material conflict of interest is identified). Please let us know if you have any questions about, or would like to be provided with a copy of, our proxy voting procedures. Also, please let us know if you would like detailed information about how any proxies were actually voted by calling the Chief Compliance Officer, Balkir Zihnali, at (212) 271-4200.

Eversept is not required to include a balance sheet for its most recent fiscal year, is not currently aware of any financial condition that is reasonably likely to impair its ability to meet contractual commitments to Advisory Clients, and has never been the subject of a bankruptcy petition.