GLAZER CAPITAL, LLC

A. General Description of Advisory Firm Glazer Capital, LLC, established in 1998, is a Delaware limited liability company that provides discretionary investment advisory and portfolio management services to Clients (as defined below). The principal owners of the Firm are Paul J. Glazer and Mark Ort. The Firm is registered as an investment adviser with the SEC. B. Description of Advisory Services This Brochure generally includes information about the Adviser and its relationships with its clients and affiliates. While much of this Brochure applies to all such clients and affiliates, certain information included herein applies to specific clients or affiliates only. This Brochure does not constitute an offer to sell or solicitation of an offer to buy any securities. The securities of the Funds are offered and sold on a private placement basis under exemptions promulgated under the Securities Act of 1933, as amended, and other applicable state, federal or non-U.S. laws. Significant suitability requirements apply to prospective investors in the Funds, including requirements that they be “accredited investors” as defined in Regulation D, “qualified purchasers” as defined in the Investment Company Act of 1940, as amended, or non“U.S. Persons” as defined in Regulation S. Persons reviewing this Brochure should not construe this as an offer to sell or a solicitation of an offer to buy the securities of any of the Funds described herein. Any such offer or solicitation will be made only by means of a confidential private placement memorandum. 1. Investment Strategy and Decision Making The Firm’s investment objective is to consistently achieve positive absolute returns, with low volatility, which are uncorrelated to the equity and fixed income markets. Strong emphasis is placed on the mitigation of downside risk through a disciplined approach to securities selection and position sizing. The Firm primarily manages four main investment strategies: (1) a “Merger Arbitrage Strategy,” (2) an “Event Driven Fixed Income Strategy,” (3) a “Convertible Arbitrage Strategy,” and (4) a “SPAC Arbitrage Strategy.” The Firm may also engage in various other similar investment strategies on behalf of the Funds including, but not limited to, debt refinancings, closed-end fund arbitrage, warrants and rights arbitrage, intracapitalization arbitrage, credit arbitrage, statistical arbitrage, initial public offerings, when-issued securities, and other special situations. The Firm serves as the investment manager to two private “feeder” funds, which invest through a “master” fund, and one stand-alone private fund (each, a “Fund,” and collectively, the “Funds”). Each of the Funds is managed in accordance with its own characteristics and is not tailored to any particular private fund investor (each a “Fund Investor”). Each Fund is managed in accordance with its own objectives as described in its respective offering, governing and subscription documents. Fund Investors must consider whether a particular Fund meets their investment objectives and risk tolerance prior to investing. For a complete list of all of the Funds that the Firm provides investment management services to, see Section 7.B of Schedule D to the Firm’s Form ADV Part 1A. Detailed information on each Fund is contained in the

offering documents of the applicable Fund, including each such Fund’s confidential private offering memorandum (each, a “PPM”). The Firm’s affiliate, Paul J. Glazer, LLC, serves as general partner to certain of the Funds, and it is owned, directly or indirectly, by Paul J. Glazer and Mark Ort. Certain Funds are structured as Cayman Islands exempted companies instead of as limited partnerships, and such Funds have a board of directors. 2. Conflicts of Interest Certain inherent conflicts of interest arise from the fact that the Firm and/or its affiliates may provide certain administrative, investment management and other services to multiple clients and portfolio companies, including investment funds, client accounts and vehicles (such other clients, funds, accounts and vehicles, collectively, the “Other Clients”). The provision of these services to the Other Clients may involve substantial time and resources of the Firm and its affiliates. The respective investment programs of a particular Fund and the Other Clients may or may not be substantially similar. The portfolio strategies the Firm and its affiliates may use for the Other Clients could conflict with the transactions and strategies employed by the Firm in managing a particular Fund and affect the prices and availability of the securities and other financial instruments in which such Fund invests. The Firm and its affiliates may give advice and recommend securities to the Other Clients that may differ from advice given to, or securities recommended or bought for, a particular Fund, even though their investment objectives may be the same or similar to those of such Fund. See also Item 6 below for a further discussion of potential conflicts regarding side-by-side management of Funds with different fee structures. C. Availability of Customized Services for Individual Clients While the Firm does not currently manage any separately managed accounts, it has done so in the past and may do so in the future (each a “Managed Account”). Each Managed Account would be managed separately and only in accordance with its own characteristics. The Funds and the Managed Accounts are collectively herein referred to as “Clients” when not described otherwise. From time to time, the Firm and/or its affiliates, including the Funds, may enter into agreements, commonly known as “side letters,” with certain Fund Investors or Managed Account investors (together, “Investors”) under which it may agree to waive or modify the application of certain investment terms applicable to such Investors, without obtaining the consent of any other Investor (other than such an Investor whose rights would be materially and adversely changed by such waiver or modification). The types of provisions to which the Funds have agreed with such Investors in side letters or similar written agreements include terms pertaining to: (a) “most-favored-nation” (MFN) rights; (b) consent to transfers by the applicable Investor to certain affiliates of that Investor, subject to satisfaction of certain specified conditions; (c) different fee and compensation terms, including for a large Investor if such Investor’s aggregate investments in one or more Funds exceed certain specified thresholds that are higher than those set forth in a particular Fund’s partnership agreement or other constitutional document; (d) representations by a Fund and/or the Firm pertaining to the exercise of discretion, compliance with laws and regulations

(including U.S. federal laws, such as the Investment Advisers Act of 1940, as amended (the “Advisers Act”)), anti-money laundering, and other customary representations set forth in side letters (including representations with respect to the accuracy or preparation of offering documents and the modification of certain terms set forth in a Fund’s Subscription Agreements); (e) the provision of certain notices, certifications, information and access to information; (f) certain other rights that a particular Investor may require due to the laws, rules, regulations or policies applicable to such Investor; (g) confidentiality and Investorspecific disclosure requirements; (h) tax related matters; and (i) various other rights. A Fund and the Firm may in the future enter into side letters or similar written agreements with the same or other types of Investors, which side letters or other agreements may include provisions similar to or different from, and pertaining to different subject matter than, those identified above, as determined by the Fund and the Firm in their sole discretion. In addition, in response to questions and requests and in connection with due diligence meetings and other communications, a Fund and the Firm may provide additional information to certain Investors and prospective Investors that is not distributed to other Investors and prospective Investors. Such information may affect a prospective Investor’s decision to invest in the Fund or an existing Investor’s decision to stay invested in a Fund. Each Investor is responsible for asking such questions as it believes are necessary to make its own investment decisions and should decide for itself whether the information provided by the Firm and the relevant Fund is sufficient for its needs. D. Wrap Fee Programs The Firm does not participate in wrap fee programs. E. Assets Under Management As of December 31, 2025, the Firm had approximately $6,814,590,000 of regulatory assets under management (“AUM”) managed on a discretionary basis. The Firm does not manage any assets on a non-discretionary basis. The descriptions set forth in this Brochure of specific advisory services that the Firm offers to Clients, and investment strategies pursued and investments made by the Firm on behalf of Clients, should not be understood to limit in any way the Firm’s investment activities. The Firm may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that it considers appropriate, subject to each Client’s investment objectives and guidelines. The investment strategies that the Firm pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any Client will be achieved.

A. Management Fees and Performance-Based Compensation Management Fees The fees applicable to each Fund are detailed in the Fund’s offering documents, including the PPM. Fee structures for certain Funds can vary among different classes of interests within a Fund. Each Fund will typically pay the Firm (or its affiliates) a management fee ranging from 1-2% per annum of the applicable Fund’s net assets. The management fee is calculated and payable quarterly in advance based on the Fund’s net assets before taking into account estimated accrued performance allocations and/or performance fees (as described below). One of the Funds does not charge a management fee. Generally, the management fee is adjusted on a pro rata basis to account for any contributions, redemptions and withdrawals made during a calendar quarter, except to the extent provided otherwise in a Fund offering document. In the event of a redemption or withdrawal by an Investor other than as of the last day of a quarter, the Firm (or its affiliate) will pay or credit to the applicable Fund for payment to, or credit to the account/shares of, the applicable Investor, an amount equal to the pro rata portion of the management fee, based on the actual number of months remaining in such quarter. The Firm may, in its sole discretion, waive, reduce, rebate or discount all or any portion of the management fee for an Investor without notice to, or the consent of, the other Investors. For Managed Accounts, the terms of the management fee, such as the assets on which the management fee is calculated and time of fee payment, may vary by agreement between the Managed Account and the Firm. The management fees for Managed Accounts historically have ranged between 1% and 2%. The management fee is calculated and payable monthly in advance. Performance-Based Compensation As noted above with respect to management fees, the performance allocation and/or performance fee (collectively, “performance compensation”) applicable to each Fund are detailed in the Fund’s offering documents, including the PPM. Performance compensation arrangements for certain Funds can vary among different classes of interests within a Fund. The Firm (or its affiliates) receives performance compensation of between 20% and 30% of the net profits of each Fund (realized and unrealized) for the applicable fiscal period. Performance compensation is charged at the end of each calendar year or when an Investor redeems or withdraws. Once allocated or paid (as applicable), performance compensation will not be reversed, even if the Investor realizes net losses in a subsequent fiscal period. For certain Funds, performance compensation is subject to a performance hurdle that is set forth in the Fund’s offering documents. Performance compensation is subject to a loss carry forward limitation, or “high water mark,” so that no performance compensation is charged until prior net losses allocated to an Investor’s capital account or series of shares, as applicable, are recouped and the net asset

value of the Investor’s capital account or series of shares exceeds the previous highest net asset value upon which performance compensation was made. Calculation of the performance compensation is adjusted to take into account any distributions to, or redemptions or withdrawals by an Investor, with the amount of prior net losses that must be recouped before performance compensation is charged, being reduced in proportion to the distribution, redemption or withdrawal. Adjustments are made in the calculation of the performance compensation to reflect additions made to accounts during the period. The Firm, in its sole discretion, may waive or reduce the performance compensation charged to an Investor and may otherwise vary the terms of the performance compensation by agreement with that Investor without notice to, or the consent of, the other Investors. For Managed Accounts, the Firm typically receives up to 20% of the net profits (realized and unrealized) for the applicable fiscal period, but such percentage may vary from Managed Account to Managed Account. Beneficial owners of Managed Accounts are urged to review their investment management agreement for the actual performance compensation applicable to them. As more fully described in Item 4.C above, the Firm enters into side letter agreements with Investors that will result in different terms of an investment in a Fund, including different fee and compensation terms, than the terms applicable to other Investors in that Fund. B. Fund Expenses and Other Costs In addition to those fees and charges described above, Clients will bear additional fees and expenses. The expenses borne by a specific Client are detailed in the Client’s governing documents. The following is a non-exhaustive list of expenses borne by Clients (which vary from Client to Client): (i) expenses related to the research, execution and monitoring of actual and prospective investments (whether or not consummated) and the consummation of investments, including, without limitation, the following: third-party investment sourcing fees; expert consultant fees; fees and expenses of and related to obtaining research, analytics and market data (including, without limitation, any information technology hardware, software and data subscriptions (such as Bloomberg and FactSet) or other technology incorporated into the cost of obtaining such research and market data); due diligence expenses including, without limitation, consulting and appraisal fees; investment- and research-related travel expenses; any outsourced trading provider fees; brokerage and prime brokerage fees, commissions and expenses (including the costs of negotiating, documenting and/or amending agreements with prime brokers, ISDAs and other agreements with trading and financing counterparties); expenses relating to borrowing securities to be sold short; clearing and settlement charges; custodial fees and expenses; bank service fees; interest expenses and other borrowing costs; fees and expenses of proxy research and voting services; and fees and expenses of third-party professionals, including, without limitation, consultants, investment bankers, attorneys and accountants; and fees and expenses associated with reviewing documentation and negotiating any side letters with respect to any investments by a particular Client in other private investment funds or vehicles that invest in SPACs; (ii) organizational expenses and expenses incurred in connection with the offering and sale of the interests or shares, including, without limitation, the following: the

preparation and amendment of the PPM, the Limited Partnership Agreement, the Master Partnership Agreement (if applicable to a Client), the Investment Management Agreement and the Client’s subscription agreement and the costs of establishing any special purpose vehicles; fees and expenses of the Firm incurred in connection with “world sky” matters and private placement regimes, including the European Alternative Investment Fund Managers Directive, and Form D and blue sky and similar fees and expenses; (iii) operational expenses, including, without limitation, the following: fees and expenses relating to information technology hardware, software or other technology (including, without limitation, costs of software licensing, implementation, data management and recovery services and custom development) used to research investments, evaluate and manage risk, facilitate valuations, facilitate accounting functions, facilitate compliance with the rules of any self-regulatory organization or applicable law (including, without limitation, reporting obligations) in connection with the activities of the Clients, facilitate and manage the order execution of securities or otherwise manage the Clients (such as portfolio management systems and order management systems); fees and expenses of third-party risk management products, models and services; third-party administrative fees and expenses, including fees and expenses of the Client’s administrator and any middle or back office service provider; fees and expenses of third-party professionals, including, without limitation, consultants, valuation service providers, attorneys, accountants and tax preparers; technology, data, and analytical expenses, including costs associated with portfolio management systems, risk management tools, market and alternative data, software applications, cloud computing services, and artificial intelligence or machine-learning–based tools used for investment research, analysis, portfolio management, trading support, risk monitoring, compliance, or operational functions; third-party audit and tax preparation expenses; insurance expenses to the extent permitted by ERISA where applicable, including, without limitation, directors and officers liability insurance, errors and omission insurance, and cybersecurity insurance and liability insurance covering the Clients, the Fund’s general partner, the Firm and the members, partners, officers, employees and agents of any of them (in each case, even if such insurance covers conduct for which indemnity would not be available from the Clients); fees and expenses associated with Investor and director meetings, including, without limitation, expenses related to the organization and conduct of Investor and director meetings (including, without limitation, travel, lodging and meal expenses), and director fees (including registration fees); costs of preparing and distributing reports and notices to Investors (including the development, implementation and maintenance of an investor electronic delivery site and/or system); entity-level taxes; fees and expenses related to compliance with applicable law and regulations in connection with the activities of the Clients, including, without limitation, any governmental, regulatory, licensing, filing, reporting or registration expenses, fees or taxes (including, without limitation, fees and expenses incurred in connection with the preparation and filing of Section 13 filings, Section 16 filings and other similar regulatory filings, and any filings or reporting with respect to compliance with FATCA, AEOI, anti-money laundering, beneficial ownership or similar laws enacted in other jurisdictions, as well as any foreign tax regime registrations, tax filings and associated annual fees and expenses); and (iv) extraordinary expenses, including, without limitation, the following: the costs of any litigation or investigation involving activities of the Clients (including attorney’s fees and investigative fees and expenses); the cost of settlements and indemnification

expenses (including advances thereof); fees and expenses incurred in connection with any tax audit by any U.S. federal, state or local authority, including, without limitation, any related administrative settlement and judicial review; and fees and expenses incurred in connection with the reorganization, dissolution, winding-up or termination of any of the Clients (in particular for Fund vehicles). Each Client and Fund Investor is urged to review the respective investment management agreement and Fund offering documents, as applicable, for complete information on the actual fees and expenses applicable to it. Except as provided above, the Firm will bear its own rent and similar overhead expenses, in addition to the compensation and benefits of its employees. If the Firm determines in its discretion that a particular expense is attributable to a particular Client (e.g., fees and expenses, including attorneys’ fees, incurred in connection with negotiating, documenting and/or complying with a side letter or similar agreement, or if the Firm incurs an indemnity obligation, tax or other liability owing to the activity of a particular Client), the Firm is authorized to charge such expense to the account of such Client. The Firm may also allocate expenses in any other manner if the Firm reasonably determines, in its discretion, that it is fair and equitable to do so. The Firm seeks to allocate expenses between the Firm and Clients, as well as among multiple Clients, in a fair and equitable manner. The above description of expenses borne directly or indirectly by Clients is not exhaustive. If any of the above expenses are incurred jointly for the account of more than one Client, such expenses will generally be allocated among the applicable Clients, in proportion to the size of the investment made by each in the activity or entity to which the expense relates, or based on their respective amounts of capital under management or aggregate capital commitments, or in such other manner as the Firm, in its discretion, deems to be fair and equitable. Furthermore, to the extent that the Firm uses formulas and/or relies on informal estimates and projections with respect to the anticipated related benefits or usages in determining how to allocate expenses, such formulas and estimates may not ultimately reflect the actual benefits or usages. Certain of the Firm’s determinations with respect to whether specific expenses should be borne by the Firm or by Clients require subjective judgments. The Firm has a conflict of interest when making such judgments because the Firm will bear the costs of any expenses not allocated to a Client, and the Firm addresses this conflict through its expense allocation policies and procedures. For a summary of the Firm’s brokerage practices, please see Item 12 below. The extent to and specific manner in which Clients pay management fees, performance-based compensation and/or expenses are set forth in each Fund’s PPM or the investment management agreement between the Firm and the relevant Managed Account, as applicable.

A. Methods of Analysis and Investment Strategies The Firm’s methods of analysis include, but are not limited to:

Legal and Regulatory analysis Fundamental analysis Technical analysis Scenario analysis

The Firm primarily manages four main strategies: a Merger Arbitrage Strategy, an Event-Driven Fixed Income Strategy, a Convertible Arbitrage Strategy, and a SPAC Arbitrage Strategy. See also Item 4.B above. With respect to the Merger Arbitrage Strategy, the Firm aims to profit when a corporate action, such as a merger, acquisition or tender offer is successfully completed, and seeks to invest in definitive announced deals with strong merger agreements, committed buyers and manageable regulatory, legal, and financing risks. Within this strategy, the Firm invests:

across the capital structure (i.e., equities, bonds, loans, or any combination thereof); in deals of any size; in deals of any payout structure (i.e., stock-for-stock, collared, tender, cash, or any combination thereof); in securities of domestic and foreign issuers; and in derivative transactions, including swaps, options, and forward contracts.

With respect to the Event-Driven Fixed Income Strategy, the Firm primarily focuses on debt refinancings and short-duration yield to maturity bonds, by investing in bonds that have been called or, are expected to be called, or mature in the near term. The Firm may also invest in bonds or loans that are subject to, or expected to be the subject of, other refinancing events. With respect to the Convertible Arbitrage Strategy, the Firm seeks to profit from valuation discrepancies between convertible securities and underlying shares of the same issuer. Convertible securities are bonds, debentures, notes, preferred stocks or other securities that may be converted or exchanged at either a stated price or stated rate into underlying shares of common stock of the same issuer. With respect to the SPAC Arbitrage Strategy, the Firm seeks to invest in the public securities of special purpose acquisition companies or “blank-check” companies (“SPACs”) with attractive yields. The Firm, on behalf of Clients, primarily invests in the public securities of SPACs issued both at the initial public offering and traded in the secondary market. The Funds may also utilize various other investment strategies including, but not limited to, debt refinancings, closed-end fund arbitrage, warrants and rights arbitrage, intra capitalization arbitrage, credit arbitrage, statistical arbitrage, initial public offerings, when-issued securities and other arbitrage situations. The Funds also invest in the securities of companies undergoing

corporate changes, or for which some form of event, or catalyst, such as a share buy-back, change in management, spin-off, debt recapitalization, or other special situation, leads the portfolio managers to expect a change in value of the issuer’s securities given the merger agreement, indentures and/or public announcements by the company or companies involved in the merger. The Funds may invest in equity and debt securities (including preferred stock and convertible securities) and syndicated loans, in each case, of small-, medium- and largesized companies that are traded on U.S. and foreign securities exchanges and on the over-thecounter market. The Funds may also invest in and trade listed equity options, over-the-counter puts and calls, and securities that are not publicly traded but which the Firm expects to be registered for sale to the public or otherwise available for resale. The Funds may engage in short selling and utilize leverage, non-securitized derivatives (i.e., derivatives that are not freely transferable securities) and other financial instruments both to capture the potential for growth and manage a Fund’s risk by hedging its investments. The investment strategies the Firm pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any client will be achieved. B.

Material Risks of Each Significant Investment Strategy or Method of Analysis

A list of the material risks involved with the Firm’s significant investment strategies and methods of analysis follows. The following risk factors may not be applicable to all of the Funds or Managed Accounts. All investments involve the risk of loss, including (among other things) loss of principal, a reduction in earnings (including interest, dividends and other distributions), and the loss of future earnings. This list is not exhaustive and does purport to be a complete list or explanation of the risks involved in an investment in the Funds and Managed Accounts. Although the risks below may refer to the Funds, they are equally applicable to Managed Accounts except where there are differences in strategy. Managed Accounts and Fund Investors are urged to review their applicable written agreements with the Firm and the Fund offering documents, as applicable, for a more detailed discussion of the particular risks applicable to them. Overall Investment Risk. All securities investments risk the loss of capital. The nature of the securities to be purchased and traded by the Firm on behalf of Clients, and the investment techniques and strategies to be employed by the Firm may increase this risk. While the Firm uses its best efforts in the management of Client portfolios, there can be no assurance that Client portfolios will not incur losses. Many unforeseeable events, including actions by various government agencies, and domestic and international economic and political developments, may cause sharp market fluctuations which could adversely affect Client portfolios and performance. Client portfolios may also be impacted by changes to the regulatory, legal, and financing environments. General Economic and Market Conditions. The success of a Client’s activities may be affected by general economic and market conditions, such as interest rates, availability of credit, credit defaults, inflation rates, economic uncertainty, changes in laws (including laws relating to taxation of the Client’s investments), trade barriers, currency exchange controls, and national and international political circumstances (including wars, terrorist acts or security operations). These factors may affect the level and volatility of the prices and the liquidity of the Client’s investments. Volatility or illiquidity could impair the Client’s profitability or result in losses. A Client may maintain substantial trading positions that can be adversely affected by the level of volatility in the financial markets.

Transactions in Securities. There is no assurance that the Firm will correctly evaluate the nature and magnitude of the various factors that could affect the prospects of the securities the Client purchases. The Client may lose its entire investment or may be required to accept cash or securities with a value less than the Client’s original investment. Under such circumstances, the returns generated from the Client’s investments may not compensate the Client adequately for the risks assumed. Availability of Investment Strategies. The identification and exploitation of the investment strategies pursued by the Client involves a high degree of uncertainty. No assurance can be given that the Firm will be able to locate suitable investment opportunities in which to deploy all of the Client’s capital. A reduction in the volatility and pricing inefficiency of the markets in which the Client seeks to invest may reduce the scope for the Client’s investment strategies. Concentration of Investments. The Firm is not restricted in the amount of its Clients’ capital that it may commit to any issuer, security, industry sector or geographic region, and at times Clients may hold a relatively large concentration in a limited number of issuers, securities, industry sectors and/or geographic regions. Losses incurred in connection with those investments could have a material adverse effect on the overall financial condition of Client portfolios. This is because the value of a Client’s investment portfolio is more susceptible to any single occurrence affecting one or more of those issuers, securities, industry sectors or geographic regions than would be the case with a more diversified investment portfolio. Highly Volatile Markets. The prices of financial instruments in which Clients’ assets may be invested can be highly volatile and may be influenced by, among other things, interest rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs and policies of governments, and national and international political and economic events and policies. Clients also are subject to the risk of the failure of any of the exchanges on which Clients’ positions trade or of their clearinghouse. Speculative Purchases of Securities. Clients make certain speculative purchases of securities. Such purchases may include securities which the Firm believes to be undervalued, or where a significant position in the securities of the particular company has been taken by one or more other persons or where other companies in the same or a related industry have been the subject of acquisition attempts. There can be no assurances that securities which the Firm believes to be undervalued are in fact undervalued. Nor can there be any assurances that undervalued securities will increase in value. If a Client purchases securities in anticipation of an acquisition attempt or reorganization, and an acquisition attempt or reorganization does not in fact occur, the Client may sell the securities at a substantial loss. Further, when securities are purchased in anticipation of an acquisition attempt or reorganization, a substantial period of time may elapse between the Client’s purchase of the securities and the acquisition attempt or reorganization. During this period, a portion of the Client’s capital would be committed to the securities purchased, and the Client may finance such purchases with borrowed funds on which it will have to pay interest. Merger Arbitrage. The Firm causes Clients to engage in merger arbitrage transactions when it purchases or sells short securities at prices below or above the anticipated value of the cash, securities or other consideration to be paid or exchanged for such securities in a proposed merger, exchange offer, tender offer or other similar transaction. Such purchase price may be substantially in excess of the market price of the securities prior to the announcement of the merger, exchange offer, tender offer or other similar transaction. If the proposed merger,

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The Firm provides investment advisory and management services to the Funds and may provide investment advisory and management service to Managed Accounts, each as described above. Managed Accounts have included pension plans in the past, and in the future may also include one or more of the following: high net worth individuals, family offices, funds of hedge funds, endowments, foundations, trusts, charitable organizations, and corporate or business entities that generally qualify as “accredited investors” (as defined in Rule 501 under the Securities Act of 1933, as amended). The minimum initial investment amount for investors in a Fund is generally at least $250,000 or $500,000, depending on the Fund. This requirement can be waived or reduced with respect to one or more investors at the discretion of the general partner or the board of directors of the respective Fund to the extent permitted by applicable law, and subject to minimum initial investment requirements for Funds organized in the Cayman Islands, which law currently requires a minimum initial investment amount of US$100,000 or its foreign currency

equivalent. The minimum investment for any Managed Account, and any other conditions for opening and maintaining a Managed Account, will be determined on a case-by-case basis.

As described above in Item 5.A, the Firm and its affiliates accept performance-based compensation from every Client. The terms of the performance-based compensation that the Firm receives may differ between the various Clients that it advises. This may result in a conflict of interest when the Firm allocates opportunities among such Clients because the Firm will have an incentive to favor a Client that pays higher performance-based compensation. To address and mitigate such conflicts of interest the Firm has adopted and implemented investment allocation policies and procedures, which do not take into account the performance-based compensation to which such accounts are subject. When the Firm determines that a particular investment opportunity would be desirable for more than one Client, the Firm generally seeks to allocate such opportunity among such Clients in a manner that the Firm deems fair and equitable under the circumstances existing at such time. The factors that the Firm may consider in making such determination include (but are not limited to): the relative amounts of capital in each Client’s account available for new investments of the type of security that is the subject of the trade; the mandate of each Client; the Firm’s perception of the appropriate risk/reward ratio for each Client, taking into consideration, among other things, market exposure, anticipated volatility and diversification; the intended objective and strategy of each Client and any applicable investment or risk restrictions or guidelines, including leverage constraints and position limits; the liquidity of each Client at the time of investment and thereafter; the ability to add positions to a Client on a leveraged basis; whether the position is an “odd lot” or a “round lot”; whether the position is being added in a “de minimis” amount; applicable legal, tax and regulatory considerations; the overall portfolio composition of each Client; and such other considerations that the Firm determines to be relevant at such time. The Firm may buy or sell securities for one Client at the same time that the Firm buys or sells the same security for one or more other Clients. This will typically happen when more than one Client is capable of purchasing or selling a particular security based on investment objectives, available cash and other factors. This may create a conflict of interest if one account may benefit from making the trade before or after the other account. The Firm will generally aggregate trades, subject to best execution to avoid any such conflict of interest. (See also Item 12.D Trade Aggregation below.)

Related persons of the Firm serve as general partners of each of the Firm’s Funds that have been structured as a limited partnership. For more information about such related persons, please see Section 7.A of Schedule D on the Firm’s Form ADV, Part 1A, published on the SEC’s website at www.adviserinfo.sec.gov. Glazer Capital UK Ltd, a company incorporated and based in the United Kingdom, is a wholly owned subsidiary of the Firm. Glazer Capital UK Ltd is a “participating affiliate” of the Firm, as that term is used in a series of SEC no-action letters allowing U.S. registered investment advisers, such as the Firm, to use investment management capabilities and related services of certain personnel of unregistered non-U.S. affiliates, such as Glazer Capital UK Ltd, subject to various conditions. Pursuant to those conditions and to a participating affiliate agreement between Glazer Capital UK Ltd and the Firm, Glazer Capital UK Ltd’s employees are subject to the oversight of the Firm and are required to comply with the Firm’s Code of Ethics and other compliance policies and procedures adopted by the Firm pursuant to the requirements of the Advisers Act.

A. Code of Ethics Pursuant to Rule 204A-1 of the Advisers Act, the Firm has adopted a Code of Ethics that establishes the standard of business conduct that the Firm and its employees (hereinafter, “Employees”) must follow. The foundation of the Code of Ethics is based on the underlying principles that Employees must: -

at all times place the interests of Clients first; avoid taking inappropriate advantage of their position at the Firm; conduct all personal securities transactions in compliance with the Code of Ethics; and comply with all applicable federal securities laws.

The Firm’s Code of Ethics was adopted to help mitigate possible conflicts of interest and avoid the misuse of material non-public information. The Code of Ethics also includes provisions relating to the confidentiality of client information, gifts and entertainment, restrictions on outside business activities and personal securities trading procedures, among other things.

In particular, the Code of Ethics: (i) requires our “access persons” to submit to the Chief Compliance Officer (or the Chief Compliance Officer’s designee) upon request, reports disclosing all personal securities holdings and/or transactions and (ii) imposes certain restrictions on personal securities trading, including, pre-clearance of certain trades. Except with respect to certain exempted transactions, no Firm access person may purchase or sell any security without first obtaining pre-clearance pursuant to the approval process set forth in the Code of Ethics. Any approved request is subject to certain restrictions on the timing of execution. In addition, the Firm enforces a minimum holding period for covered personal securities transactions. Any prospective client, any client or any investor in a Client may receive a copy of our Code of Ethics by submitting a written request to the Firm at the address set forth on the cover page of this Brochure. B. Participation or Interest in Client Transactions and Personal Trading Employees, relatives of Employees, and affiliates of the Firm, may make investments in one or more of the Clients and may invest in securities that the Firm recommends to Clients. In addition, the Firm, its affiliates, and/or Employees, may have a financial interest in the Clients through a performance allocation or a direct investment interest in the Clients. It is possible that the Firm will cause Clients to buy or sell securities in which the Firm or one of its related persons or supervised persons has a financial interest. Therefore, the Firm may have an incentive to favor the Client(s) in which the Firm’s affiliates have a greater economic interest and/or may have a conflict of interest in allocating investment opportunities among those Clients and other Clients. Additionally, the Firm, its affiliates and its Employees may give advice or take action for their own accounts that may differ from, conflict with or be adverse to advice given or action taken for Clients. These activities may adversely affect the prices and availability of other securities or instruments held by or potentially considered for one or more Clients. In order to mitigate these potential conflicts, the Firm will generally follow the documented procedures described in Item 6 above. Additionally, Employees must follow the Firm’s personal trading policies and procedures (as noted above under “Code of Ethics”). Under the Code of Ethics, without prior approval from the Firm’s Chief Compliance Officer, no access person is permitted to personally trade in any security of a company in which one or more of the Firm’s Clients already have a position, or to personally trade in any security of a company where, to his or her knowledge, such security has been recommended for purchase or sale, but has not yet been purchased or sold, for one or more of the Firm’s Clients. Subject to applicable law, the Firm may effect transactions between Clients (generally for rebalancing purposes and to correct misallocations of trades) where one Client will purchase securities from another Client (including a Client in which the Firm, its affiliates, principals or Employees may have a significant interest). Such transactions (i.e., cross trades) will be effected only when the Firm believes that such transactions are in the best interest of the applicable Clients. Such transactions will be placed through an unaffiliated broker-dealer or custodian, will not involve any Client accounts subject to ERISA, and will be effected at prices that, in the Firm’s assessment, reflect prevailing market conditions. In addition, no brokerage commission or transfer fee will be paid to the Firm or its affiliates in connection with any such transaction. Any transaction costs incurred in connection with any such transaction will be allocated pro rata between the applicable Clients.

In the event that the Firm effects a cross trade between an account in which the Firm or its principals owns more than twenty-five percent (25%) and another Client, such transaction may be deemed to be a principal transaction under the Advisers Act. Such transactions may create a conflict of interest for the Firm because the Firm may put its or its principal’s interests in such accounts before the interests of Clients. In order to mitigate this conflict of interest, the Firm monitors the interests of its principals, their immediate family members and their affiliates in the Funds, and the Firm will not effect any cross trades between accounts if the Firm believes that such trade would result in a principal transaction, unless: -

the Firm believes that such transaction is in the best interest of the Clients participating in the transaction; and the Firm obtains the consent of the applicable Clients as required by the Advisers Act.

For the avoidance of doubt, the Firm will follow the requirements of Section 206 of the Advisers Act for all principal transactions. C. Procedures to Prevent and Detect Misuse of Material, Non-Public Information. The Firm has established policies and procedures intended to prevent the misuse of material, non-public information by its Employees and to prevent, detect and correct any violations of the prohibition on insider trading. Under applicable law, the Firm and its related persons are prohibited from disclosing or using such material, non-public information for their personal benefit or for the benefit of another person, including the Clients. The Firm and its Employees may, from time to time, come into possession of material, non-public information which, if disclosed, might affect an investor’s decision to buy, sell or hold a security. Accordingly, the Firm’s policies provide that if the Firm or its Employees obtain material, nonpublic information concerning an issuer of securities, they are prohibited from communicating such information to, or using (including trading) such information for the benefit of, the Clients and such issuer is placed on the Firm’s Restricted List.

A. Brokerage Execution The Firm has full discretionary authority to manage Clients’ accounts, including authority to make decisions with respect to which securities are bought and sold, the amount and price of those securities, the brokers or dealers to be used for a particular transaction, and commissions or markups and markdowns paid. The Firm’s authority is limited by its own internal policies and procedures and each Client’s investment guidelines. The Firm seeks to obtain “best execution” for Client transactions. Portfolio transactions for each Client will be allocated to brokers and dealers on the basis of numerous factors and not necessarily lowest pricing. Brokers and dealers may provide other services that are beneficial to the Firm and/or certain Clients, but not beneficial to all Clients. Subject to best execution, in selecting brokers and dealers (including prime brokers) to execute transactions, provide financing and securities on loan, hold cash and short balances and provide other services, the Firm may consider, among other things, the following: execution capability, commission rates, financial responsibility, reputation, comprehensiveness and frequency of available research services, capital introduction resources (provided the Firm is not selecting the broker dealer in recognition of the opportunity to participate in such capital introduction events or the referral of Investors), responsiveness to the Firm, the nature of the

market for the security, the broker-dealer’s expertise in the relevant market or sector, and the ability to engage in block transactions with attendant volume discounts. From time to time, brokers may assist the Funds in raising additional funds from investors, and representatives of the Firm may speak at conferences and programs sponsored by such brokers for investors interested in investing in hedge funds. Through such “capital introduction” events, prospective Investors in the Funds would have the opportunity to meet with representatives of the Firm. Currently, neither the Firm nor the Funds compensate any broker for organizing such events or for any investments ultimately made by prospective Investors attending such events, nor do they anticipate doing so in the future. The Funds may accept subscriptions from Investors who also provide services to the Funds, including brokers and their affiliates. Relationships such as these could be viewed as creating a conflict of interest that potentially could affect the Firm’s ability to seek best execution. While the Firm’s relationship with brokers may influence the Firm in deciding whether to use such broker in connection with brokerage, financing and other activities of the Funds, the Firm will not commit to allocate a particular amount of brokerage to a broker in any such situation. Furthermore, the Firm conducts periodic best execution reviews in an effort to identify and mitigate compliance risks associated with brokerage relationships, and to determine that the Firm is obtaining best execution for its Clients. The Firm has designated certain Employees (the “Best Execution Committee”) to review on a quarterly basis the quality of executions and the value of other services received from brokers (including research obtained through the use of “soft dollars” or other services). Based on information gathered from the prior months, the Best Execution Committee will assess the brokerage relationships and commissions paid with regard to the following: 1. Execution Quality: the Firm seeks to obtain the best combination of brokerage expenses and execution quality, but is not required to select the broker or dealer that charges the lowest transaction cost, even if that broker provides execution quality comparable to other brokers or dealers. In evaluating “execution quality,” historical net prices (after markups, markdowns or other transaction-related compensation) on other transactions may be a principal factor, but other factors may also be relevant, including: the execution, clearance, and settlement and error correction capabilities of the broker or dealer generally and in connection with securities of the type and in the amounts to be bought or sold; the broker’s or dealer’s willingness to commit capital; reliability and financial stability; the size of the transaction; availability of securities to borrow for short sales; and the market for the security. 2. Research: the Firm may also include the value of various research services or products the broker-dealer provides, even if the brokerage commissions paid are not the lowest available, as long as the commissions are reasonable in relation to the value of the brokerage services and the research acquired. The types of research acquired may include: research reports on or other information about particular companies or industries; economic surveys and analyses; recommendations as to specific securities; financial publications; portfolio evaluation services; financial database software and services; computerized news and pricing services; quotation equipment and other computer hardware for use in running software used in investment decision making; investment conferences; and other products or services that may enhance investment decision making. The Firm currently uses soft dollars to pay for services or products that fall within the safe harbor provided by Section 28(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

It is the Firm’s policy that the benefits of research or other services acquired with commission dollars be allocated among all investment advisory accounts on a pro rata basis (including separately managed accounts). It may occur, however, that certain accounts may not generate commissions on the same pro rata basis that the particular service or research products acquired were used for that account. In addition, research or other brokerage services received may not always be used by or for the benefit of the Client that pays the commissions used to obtain the research or brokerage services. An employee appointed to do so is responsible for documenting the results of the above reviews and conveying information to the appropriate parties if there is any change to the Firm’s policies for directing brokerage orders. B. Soft Dollar Arrangements The term “soft dollars” is generally used to describe an arrangement whereby, a broker-dealer provides a discretionary investment adviser, such as the Firm, with research or other services or products in return for commission dollars paid for executing transactions for discretionary accounts. Section 28(e) of the Exchange Act provides a safe harbor for persons who exercise investment discretion over accounts to pay for research and brokerage services with commission dollars generated by account transactions. The controlling principle to be used to determine whether something is “research” is whether it provides lawful and appropriate assistance to the money manager in the performance of his or her investment decision making responsibilities. Therefore, Section 28(e) prevents such person from being deemed to have acted unlawfully or to have breached a fiduciary duty as long as such person has determined in good faith that the amount of the commission was reasonable in relation to the value of the brokerage and research services provided. The Firm has entered into “soft dollar” arrangements. Products and services acquired from the soft dollar commissions in the past fiscal year include market data, research publications and consultants, Bloomberg subscriptions, and an order management system. When it is appropriate under the Firm’s discretionary authority and consistent with the Firm’s duty to seek best execution, the Funds may pay a broker or dealer commissions for effecting Fund transactions in excess of that which another broker or dealer might have charged for effecting the transaction in recognition of the value of brokerage and research services provided by the broker or dealer that fall within the safe harbor provided by Section 28(e). To the extent that the Firm were to use commissions (or markups or markdowns) to obtain research or other products or services, the Firm would receive a benefit because it would not have to produce or pay for the research, products or services. The Firm may have an incentive to select a broker based on the Firm’s interest in receiving the research or other products or services offered by such broker, rather than a Client’s interest in receiving most favorable execution. The receipt of brokerage and research products and services may create a conflict of interest because such products and services may benefit not only the Funds, but also us, our affiliates, and other accounts.

C. Directed Brokerage Under certain circumstances, Clients may direct the Firm to use certain brokers. All such directed brokerage must be in writing from the Client. While this may relieve the Firm of certain best execution considerations, each directed brokerage arrangement must be evaluated as to whether the Firm has any discretion in the investment or order entry process that may still require a best execution analysis. In any letter or instruction directing the Firm to use one or more brokers, they must disclose, among other information, the conflicts of interest involved and the fact that the Client may give up benefits of better pricing or lower commission that might otherwise be available through participation in bunched orders. Directed brokerage arrangements involving ERISA “plan assets” must be to procure goods, services, or rebates for the benefit of the ERISA plan paying the commissions. A Client who has directed that the Firm use a particular broker to effect transactions for its account is advised that such a direction of brokerage may result in the Client receiving less favorable execution in certain transactions, paying higher prices or in its paying higher transaction costs either in individual transactions or in the aggregate, because that broker would be used regardless of that broker’s execution capabilities or the execution opportunities available in the market place with respect to particular transactions. In addition, trades for these directed Client accounts may not be aggregated with, and may not be effected at the same time or the same price as, the trades for other Clients. D. Trade Aggregation With respect to each investment opportunity presented, the portfolio manager shall decide whether it is in the interest of best execution to aggregate or bunch the orders of multiple accounts, and which and how many accounts shall participate in each transaction. If investments on behalf of multiple Clients are made, the amount sought for each Client is determined by the portfolio manager prior to entry of the order for the security expected, taking into consideration the following factors, among others:

investment objectives and requirements; risk-management requirements; adherence to any limits as defined in the Client’s investment guidelines; amount of assets in each Client’s account; capital availability in each Managed Account for trades of the type under consideration; liquidity/availability of securities (typically there is sufficient liquidity and depth in the market); and ability to settle the transaction.

It is expected that most orders for multiple accounts will be aggregated and participants in the transaction will receive an average price. Transaction costs are charged on an account-byaccount basis. E. Trade Error Policy Subject to applicable law and the terms of the offering documents of the Fund or in the advisory contract between the Firm and the relevant Managed Account, the Firm will reimburse the applicable Client for net losses incurred as a result of trade errors resulting from the Firm’s gross negligence or willful misconduct.

The Firm may correct misallocations of trades among Clients by re-allocating the applicable trade using the intended allocation methodology prior to the trade’s settlement date. If an erroneous allocation cannot be corrected prior to or after settlement, the Firm may, if appropriate and subject to applicable law, correct such erroneous allocation by effecting a cross trade between Clients. The Firm has a conflict of interest when determining whether losses resulting from a trading error will be borne by a Client because otherwise the Firm would generally be required to reimburse such losses. From time to time, the Firm or its affiliates may elect to voluntarily reimburse a Client for losses suffered as a result of certain trade errors identified by the Firm or its affiliates or otherwise. However, notwithstanding the previous sentence, Clients and Fund Investors should not carry the expectation that a reimbursement will ever take place, and, in evaluating an investment decision, no decisions should be made in reliance on the Firm making any reimbursements to clients for losses suffered as a result of such trade errors. Any decision to reimburse is not precedential and should not create the expectation of any reimbursement in the future.

The Firm currently does not utilize any third-party marketers or solicitors for Client referrals, but may do so in the future in accordance with applicable law and regulation. Other than the circumstances described above in Item 12, the Firm does not receive any economic benefits from non-Clients in connection with the provision of investment advice or other advisory services to the Firm’s Clients.

In September 2024, Glazer Capital entered a settlement with the SEC and consented to the entry of an order (the “Order”) finding that Glazer Capital did not adhere to applicable recordkeeping provisions of the federal securities laws by failing to maintain and preserve certain off-channel communications, and that its failure to implement its policies and procedures that prohibited these off-channel communications was a failure to reasonably supervise its personnel. The violations fell under Section 203(e)(6) of the Advisers Act, Section

204 of the Advisers Act, and Rule 204-2(a)(7) thereunder. The Order required Glazer Capital to cease and desist from committing or causing future violations, censured Glazer Capital, and required Glazer Capital to pay a civil monetary penalty. Glazer Capital paid the civil monetary penalty on September 26, 2024, no portion of which was borne by Glazer Capital’s clients. The Order disclosed that the SEC considered remedial steps promptly undertaken by Glazer Capital, both prior to and after being approached by SEC staff, and the cooperation afforded Commission staff. The Order noted that Glazer Capital added a third-party compliance consultant to supplement its internal team, hired additional resources with experience with registered investment advisers, and enhanced its ongoing monitoring for potential noncompliance with its policies and procedures.

Clients’ accounts are reviewed internally on a daily basis from an accounting / control perspective and at least weekly from the portfolio management perspective. Accounting/Control Review

Verifying that trades were entered / booked / executed correctly Cash movements Dividends Income / expense bookings Corporate actions such as those resulting from M&A activity – such as spinoffs, tenders, mergers, calls, puts, and stock splits Counterparty collateral and financing management

Portfolio Review

The Firm conducts regular portfolio meetings in which investment positions are reviewed by members of the investment staff. Most (if not all) positions are reviewed daily by the portfolio managers and individual positions are monitored by the investment staff responsible for following those securities.

The Prime Broker representatives also review the accounts daily from an operational perspective:

Processing trades Wire transfers Alerts fund to impending corporate actions and verifies appropriate paperwork has been received Daily pricing of portfolio

On a weekly basis the Funds’ administrator, MUFG Fund Services (Cayman) Limited (“MUFG”), reviews the Funds’ accounts to reconcile cash and positions between the Prime Brokers and MUFG’s books and records. On a monthly basis, MUFG reviews the Funds’ accounts to calculate an official monthly valuation. Once a month or quarter, depending on the Client, the Firm sends a letter to Fund Investors containing an unaudited prior month return and the description of the activity in the prior month that contributed to the results. Additionally, the letter typically includes current news that may be relevant to the Fund portfolios. Managed Accounts have access to view their reports on a daily basis from the prime brokers and are typically sent a weekly e-mail update on the portfolio’s month-to-date performance. The Firm typically sends out a monthly e-mail to the Managed Account Client discussing the performance of the Managed Account for the past month. Each Managed Account has its own administrator that calculates the official valuations. Since a Managed Account Client would directly own the positions in its Managed Account, such Client could have full, real-time transparency as to all transactions and holdings in such Managed Account, and may be better able to assess the future prospects of a portfolio that is substantially similar to the portfolios of the Funds. Managed Account Clients may have the right to withdraw all or a portion of their capital from such Managed Account on shorter notice and/or with more frequency than the terms applicable to an investment in the Funds. See also Item 4.C above regarding the availability of customized services for individual Clients, which may include the provision of additional information to certain Investors and prospective Investors. In addition, see Item 15 below for more information regarding custody practices and statements by qualified custodians.

The Firm is deemed to have custody of Client funds and securities where the Firm has 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. The Firm is subject to Rule 206(4)-2 under the Advisers Act (the “Custody Rule”). Consistent with the Firm’s obligations, Clients’ funds and securities for which the Firm has custody are maintained with broker-dealers or banks that are deemed “qualified custodians" under the Custody Rule. Account statements related to Funds are sent by qualified custodians to the Firm.

The Firm is not required to comply (or is deemed to have complied) with certain requirements of the Custody Rule with respect to each Fund because the Firm complies with the provisions of the so-called “Pooled Vehicle Annual Audit Exception,” which, among other things, requires that each Fund (i) be subject to an audit at least annually by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, and (ii) distribute its audited financial statements to all Investors within the required timeframe following the end of days of the end of its fiscal year. Information on the Funds’ auditor is contained in Section 7.B of Schedule D of Form ADV Part 1A. A Managed Account will receive statements directly from the qualified custodian at least quarterly and should carefully review such statements. To the extent that any Managed Account Client were to receive any account statements from the Firm (which currently is not expected), they are urged to compare those statements with the statements that they receive from their brokers and/or custodians.

The Firm has discretionary authority to manage securities accounts on behalf of our Clients. Investors in the Funds generally may not place any limits on our authority beyond the limitations set forth in the applicable Fund offering documents. The discretionary authority is based on the Fund offering documents or the advisory contract between the Firm and the relevant Managed Account, as applicable. On a case-by-case basis, owners of Managed Accounts may negotiate certain risk and/or operating guidelines that the Firm will adhere to when exercising its discretionary authority over such Managed Accounts.

The Firm generally has voting discretion over securities held in Client accounts. Clients generally are not able to direct their votes in a particular situation. To the extent the Firm has been delegated proxy voting authority on behalf of its Clients, the Firm has adopted proxy voting policies and procedures that are designed to ensure that in cases where we vote proxies with respect to Client securities, such proxies are voted in the best interests of such Clients. The Firm’s policy is to vote the proxies of the companies in which it holds shares in order to maximize immediate shareholder value. The Firm often holds shares of companies that are in agreements to be acquired, and usually but not always, will vote “for” mergers. The Firm may determine that abstaining from voting or affirmatively deciding not to vote may be in the best economic interests of the Clients. Investors may obtain a copy of the Firm’s proxy voting policies and procedures as well as information about how historical proxies were voted by contacting the Firm at the address set forth on the cover page of this Brochure.

The Firm is not required to provide a balance sheet in response to this Item 18, is not aware of any financial condition that is reasonably likely to impair its ability to meet contractual commitments to Clients and has not been the subject of a bankruptcy petition at any time during the past ten years.