HPS Investment Partners, LLC

HPS Investment Partners, LLC, a Delaware limited liability company, was originally formed in March 2007 to focus on managing debt and equity investments, including loan, mezzanine, credit opportunities, private equity, real assets and other investments. Effective July 1, 2025, HPS was acquired by and became a wholly-owned subsidiary of BlackRock, Inc. (“BlackRock”), a publicly traded company (the “HPS Acquisition” or the “Transaction”). BlackRock and HPS have formed a new private financing solutions business unit (“PFS”) led by Scott Kapnick, Scot French, and Michael Patterson. This combined platform has broad capabilities across senior and junior credit solutions, asset-based finance, real estate, liquid credit, private placements and CLOs and GP-LP solutions. As a result of the Transaction, Scott Kapnick, Scot French, and Michael Patterson have joined BlackRock’s Global Executive Committee and Scott Kapnick was appointed as an observer to the BlackRock Board of Directors. HPS remains responsible for the investment activities of the Clients (as defined below). HPS continues to oversee the day-to-day management and operations of the HPS business and has also taken on oversight of the day-to-day management of the BlackRock Private Credit business. HPS is a direct subsidiary of HPS Group Holdings II, LLC, and indirect subsidiary of BlackRock. For information regarding the direct owners, indirect owners and executive officers of HPS, please see Part 1A of this Form ADV. HPS is a leading global private investment platform that focuses on both private and liquid credit strategies with the ability to invest across the entire non-investment and investment grade credit landscape. HPS manages assets across a wide range of investment strategies, which include Asia credit, CLOs, credit opportunities, renewables and power, asset value, leveraged loans, liquid loans, mezzanine debt, opportunistic CLO, real estate, core senior loans, special situations, private equity, specialty loans, GP-LP Solutions, and private high grade, which are described more fully in Item 8. HPS is headquartered in New York with additional offices globally. HPS generally provides investment advisory services directly and through its subsidiary advisory entities or affiliates to: (i) certain privately-offered investment vehicles including domestic and foreign partnerships and corporations sponsored and/or organized by HPS (“HPS Funds”) and (ii) separately managed accounts and single-investor vehicles that may be domestic or foreign partnerships or corporations each established by, or on behalf of, a single third party investor (or two or more affiliated third party investors) (collectively, “Third Party Funds” and together with HPS Funds, “Clients”). HPS provides investment advisory services to the Clients pursuant to the investment objectives, strategies and restrictions, including, if applicable, customized investment guidelines, as set forth in each Client’s governing documents, which are received and agreed to by investors in the Clients prior to their investment in such Client and include, as applicable, an investment management agreement, organizational documents (such as limited partnership agreements or memorandum and articles of association), offering documents, side letter agreements and/or other documentation relevant to an investment in the Client, and together are collectively referred to as “Governing Documents.” In certain instances, a Client may have a direct contractual relationship with BlackRock advisory entity or other affiliated advisor and HPS or its personnel may provide advisory services to such Client pursuant to delegation, a shared services model, or other similar arrangement. HPS has entered into side letter agreements or similar agreements pursuant to which certain investors are granted specific rights, benefits or privileges that are not generally made available to other investors. At the outset of their relationship with HPS, investor(s) in a Third Party Fund consult with HPS to establish customized investment guidelines applicable to HPS’s management of the Third Party Fund’s investment portfolio. Such guidelines typically vary, at times significantly, among Third Party Funds with the same investment objective based on the specific needs of the underlying investor(s). The negotiated and tailored -4-

guidelines are agreed to in the relevant Third Party Fund’s Governing Documents, which can be amended as set forth in such Third Party Fund’s Governing Documents. Without prior consultation with existing Clients, HPS will provide investment advisory services to additional Clients. Clients may also be solicited to invest, and do in some cases invest, in one or more HPS Funds. HPS does not currently, but may in the future, participate in wrap fee programs. HPS was originally formed as a unit of Highbridge Capital Management, LLC (“HCM”). HCM is a subsidiary of JPMorgan Asset Management Holdings Inc. (“JPMAM”), which in turn is a subsidiary of JPMorgan Chase & Co. (together with its affiliates, “JPM”). In March 2016, the principals of HPS acquired HPS and its subsidiaries from JPMAM, which retained HCM’s hedge fund strategies. In June 2018, affiliates of Dyal Capital Partners made a passive minority investment in HPS. In February 2022, an affiliate of The Guardian Life Insurance Company of America made a passive minority investment in HPS, which investment was subsequently upsized in August 2024. BlackRock operates its investment management business through HPS, as well as through multiple other affiliates, some of which are also investment advisers registered with the SEC. HPS is able to use the services of BlackRock’s broker-dealer affiliates which are registered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and members of the Financial Industry Regulatory Authority (“FINRA”), as needed. For additional information, please refer to Item 10 and Item 12 of this Brochure. HPS may use the services of BlackRock or appropriate personnel of BlackRock for operational support and client servicing in their local or regional markets or their areas of special expertise without specific consent by any Client, except to the extent explicitly restricted by the Client in or pursuant to its investment management agreement, or applicable law. Arrangements among affiliates can take a variety of forms, including but not limited to dual employee (“double hatting”), delegation, participating affiliate, subadvisory, sub-agency, or other servicing arrangements. This practice is designed to make BlackRock’s global capabilities available to HPS’s Clients in as seamless a manner as practical within a varying global regulatory framework. As of December 31, 2025, HPS managed $170,647,674,131 of Client assets on a discretionary basis and $5,076,440,825 of Client assets on a non-discretionary basis. These amounts reflect regulatory assets under management as calculated in Part 1 of our Form ADV. For the avoidance of doubt, all information discussed above regarding the investment advisory services provided by HPS to a Client is qualified in its entirety by reference to the relevant Client’s Governing Documents.

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Fees Generally HPS receives management fees and performance-based compensation for advisory services provided. In addition, Clients are charged other fees and expenses as described below. The description below is intended to provide a brief summary of the typical compensation received by HPS and is not intended to depict every scenario. Please refer to the Clients’ Governing Documents for specific details. HPS has the ability to rebate, reduce and/or waive some or all of its management fee and/or performancebased compensation, as applicable, with respect to any investor in a Client, to the extent permitted by applicable law. HPS intends to rebate, reduce and/or waive some or all of its management fee and/or performance-based compensation with respect to, but not limited to, principals, employees, certain affiliates and sourcing, operating or joint venture partners of HPS as well as certain investment funds and accounts managed by HPS. Certain Clients offer size-based, early-closer or other fee reductions for investors in such Clients. HPS’s compensation for managing a Third Party Fund may be less than the compensation it receives for managing similar strategies for an HPS Fund. Conversely, investors in Third Party Funds may be subject to higher fees and expenses than what they would incur if they were invested in an HPS Fund where the fees and expenses would be borne by multiple investors. The fees and expenses charged to Third Party Funds are individually negotiated with the underlying investor(s) of the Third Party Fund and are established pursuant to such Third Party Fund’s Governing Documents. The receipt of any fees that do not offset the management fees discussed in this Item 5 as well as below in Item 6 presents HPS with an incentive to maximize the amount of such fees and to cause applicable Clients to make investments that could generate such fees even if HPS may not have otherwise made such investment for the Clients in the absence of such fees. In addition, because certain of HPS’s Clients typically will not pay compensation until capital is drawn or investments are made, there is an incentive for HPS to call capital or to invest such Clients’ capital earlier in such cases than it would have if management fees were based on capital commitments. As discussed below, certain Clients, in particular those with structured credit strategies as a part of their investment program, make investments in collateralized loan obligation (“CLO”) securities, particularly in equity or subordinated tranches issued by CLOs for which HPS or an affiliate serves as collateral manager (each, an “HPS CLO”). To the extent a Client purchases CLO equity of an HPS CLO, it is expected that HPS or its affiliate will reduce (or rebate) all or a portion of the fees that would have been paid indirectly by the Client to HPS or its affiliate as the collateral manager at the CLO level or that HPS will reduce (or rebate) the management fees charged to the Client with respect to the assets invested in the CLO. Conflicts associated with an investment by a Client in an HPS CLO are discussed below in Item 11. Management Fee Per the relevant Governing Documents of each Client, HPS is paid a quarterly, monthly or semi-monthly management fee generally at the beginning or end of each such period. The specific payment terms and other conditions of the management fees payable to HPS are set forth in the Governing Documents of each respective Client. Such Governing Documents generally provide for a management fee at an annual rate of up to 2%, based on leveraged or unleveraged invested capital, net assets, statutory carrying value of investments or total commitments made in respect of the applicable Client. Notwithstanding this Item 5 and Item 6 below, a Client’s Governing Documents may provide for a fee structure pursuant to which HPS is compensated on the basis of different criteria, metrics, or circumstances than those described herein, for example by receiving both a “base management fee” and a “subordinated management fee” based upon the principal amount of collateral obligations held by such Client. In addition, the management fee payment obligation of certain Clients may be designed to change over the duration of such Clients’ investment -6-

program, including in the case of a management fee “step-down” at the end of a Client’s investment or commitment period or an increase if a certain performance threshold is achieved or if a Client’s invested capital falls below a threshold. Performance-Based Compensation In addition to the management fees described above, HPS generally receives a performance-based allocation or fee of up to 20% of each Client’s net profits, subject in certain but not all cases to a clawback or loss carryforward provision, as applicable. The specific terms and other conditions of such performancebased compensation are set forth in the Governing Documents of each respective Client. Performance-based allocations or fees are based on realized and/or unrealized net profits attributable to a Client, generally subject to or in excess of a hurdle or preferred rate of return to the Client. Generally, performance-based compensation is allocated or paid to HPS, as the case may be, either as of the end of each fiscal year or upon the making of any distribution to investors to which a performance-based allocation or fee relates. With respect to certain Clients, HPS is not entitled to receive any performance-based compensation. Deduction of Fees The management fees and/or performance-based fees, as applicable, described under this Item 5 and in Item 6 below are deducted from Clients’ assets for certain Clients, while other Clients, including certain Third Party Funds, are billed for such fees and compensation. Performance-based allocations, when applicable, are reallocated from the capital account of the underlying investor to the capital account of HPS or its affiliate. Certain Clients must pay their management fees in advance. Such Clients may terminate their management agreements in accordance with the terms of such agreements and receive a prorated refund of any prepaid management fees. HPS may, in its sole discretion, reduce, waive or calculate differently all or a portion of the management fee and/or performance-based fees applicable to certain Client investors, including, without limitation, HPS and/or its employees or affiliates, relatives of such employees, sourcing, operating or joint venture partners, advisors and certain large or strategic investors. Further, to the extent that a Client invests in another Client, it is expected that HPS will waive the management fee and performance-based fees applicable to the Client so that such Client is not subject to duplicative fees for the investment. Additional Fees and Compensation In addition to fees described above, HPS, for itself or on behalf of its operating partners currently receives with respect to an existing HPS Fund, and may in the future receive, monitoring fees with respect to certain portfolio company investments. Such fees are paid to HPS on a recurring basis for certain consulting services provided in respect of such investments. In addition, HPS receives agency or servicing fees with respect to certain investments. Unless otherwise detailed in the Governing Documents, Clients will generally not share (or economically benefit from) such monitoring, agency or other servicing fees. Further, per the relevant Governing Documents of certain Clients established to co-invest alongside other Clients on an overflow basis, HPS is paid an administrative fee of 0.25% per annum on the acquisition costs of investments held by certain of such Clients subject to a minimum amount.

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It is possible that HPS will utilize the services of BlackRock Investments, LLC (“BRIL”), a broker-dealer registered with the SEC and a member of FINRA or other broker-dealers affiliated with BlackRock. Regulated broker-dealers or similar service providers that are wholly owned subsidiaries of BlackRock, including BRIL and any affiliates of such entities (collectively, “BlackRock Broker Dealers”) or other BlackRock affiliates could be entitled to receive certain fees and interest payments in connection with the activities of a Client, including, without limitation, offering, placement, financing, syndication, capital structure advisory, capital markets advisory, turnaround, workout, underwriting, solicitation, currency, hedging, structuring, arranging, loan agent, loan servicing, insurance, rating advisory or similar fees, including with respect to an initial public offering or private placement, the arranging or provision of credit facilities for a Client, any persons through which such Client invests and its portfolio companies, the distribution of debt or equity securities of an investment or otherwise arranging or providing financing for (or borrowings by) a Client alone or with other lenders, which could include other Clients. Subject to the governing agreements of a Client, any such fees and payments may not be subject to any management fee offset or requirement by such Client. HPS may have a conflict of interest to the extent, for example, it is incentivized to engage one of the BlackRock Broker Dealers over another provider or structure an investment, transaction or arrangement in a manner that would create an opportunity for a fee to be received by such BlackRock Broker Dealer. HPS anticipates any such fees will be based on market rates and that conflicts are thereby mitigated. For additional information regarding potential conflicts of interest, please see Item 11, below. Expenses HPS, each of the Relying Advisers and any affiliated general partners will be generally responsible for all of their respective overhead costs and expenses, to the extent that such costs and expenses are not otherwise borne by one or more Clients. In addition to the foregoing fees, each Client will generally pay the operating and investment expenses related to the affairs of such Client, including, but not limited to: (i)

All out-of-pocket expenses (including any taxes associated therewith) incurred relating to the identifying, sourcing, investigating, making, holding, monitoring, servicing, valuing, sale or proposed sale of any actual or potential investment, such as retainers and success fees and other compensation paid to sourcing, operating or joint venture partners (discussed below in Item 8), deal initiation expenses, professional (including legal, consulting and due diligence) fees and expenses, third-party research and data fees (including news, environmental, social and governance (“ESG”) data, market and quotation services), fees for pricing services, rating agency fees (including the expenses associated with obtaining ratings for individual assets, issuers or Client), due diligence costs and expenses, underwriting fees, fees to agents, clearing and settlement costs, trading commissions, brokerage commissions, dealer spreads, interest expenses and other expenses associated with leverage, custodial fees, bank service fees, legal, accounting and tax expenses relating to investments and other charges for or related to transactions, attending conferences (e.g., for analysts, industries or companies), transportation, meals, lodging and other travel expenses related to business travel, and entertainment expenses, including any such expense associated with proposed investments that are ultimately not made by the Client (including those expenses allocable to a co-investor’s proposed participation in the relevant investment or that would have been borne directly or indirectly by co-investors if the relevant investment and any co-investment had been completed);

(ii)

all ongoing operational, routine and administrative expenses of the Client that are not reimbursed by portfolio companies, including legal, compliance (including risk monitoring, ESG, cyber security, anti-corruption, anti-money laundering and other similar functions), -8-

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Methods of Analysis HPS combines a disciplined investment approach with a substantial platform for transaction sourcing. Through this platform, investment professionals expect to identify and invest in a select number of investment opportunities. HPS investment professionals seek to adhere to Clients’ investment guidelines and employ HPS’s core principles of investment analysis, due diligence, active portfolio management and risk management. While the methods of analysis will vary depending on the specific investment strategy, HPS’s investment professionals endeavor to employ the following key tenets as part of their investment due diligence and monitoring process: Disciplined Screening Process. The investment teams intend to adhere to a disciplined, focused investment screening and selection process with an emphasis on rigorous analysis and appropriate levels of due diligence. HPS’s due diligence and risk management processes utilize and benefit from the substantial resources within HPS. HPS also retains on behalf of its Clients, in certain situations, external consultants, advisors and accountants to augment due diligence. Global Sourcing Platform. HPS expects its investment selection process to be significantly enhanced by a global sourcing platform and will seek to build a strong pipeline of investment opportunities through the relationships maintained by its investment professionals and HPS. Focusing on Fundamental Analysis, Due Diligence and Capital Preservation. To an appropriate extent, each investment strategy generally seeks to: (i) pursue investments where HPS’s investment professionals have conducted meaningful due diligence on the sector, the company and its assets; and (ii) utilize information from HPS investment professionals’ relationships with management teams, consultants and industry experts. When deemed appropriate, the investment team will seek to incorporate into the due diligence process: (i) review of historical filings, financial information and other publicly-available information; (ii) assessment of financial projections, as appropriate; (iii) business and industry diligence including, where appropriate, meetings with senior management team, often in conjunction with retained third party experts; (iv) site/plant visits (where relevant and appropriate), in certain cases in conjunction with retained industry-specific independent engineers; (v) accounting and quality of earnings review, often through retention of external accountants; (vi) “channel checks” on the company, industry and management team, utilizing the investment professionals’ relationships as well as the institutional relationships within HPS; (vii) background checks on senior management and members of the board of directors using external providers; and/or (viii) detailed legal analysis of the company and the investment documentation. Investment Strategies HPS engages on behalf of Clients, in one or more of the investment strategies summarized below. Further detail regarding the following investment strategies is included in each Client’s Governing Documents. HPS may and currently does allocate some or all of its management responsibilities to affiliated subadvisers, including one or more of the Relying Advisers, pursuant to sub-advisory agreements. Asset Value. This strategy seeks to invest opportunistically over a cycle in a variety of performing and nonperforming single assets, portfolios, and platforms. For performing assets and/or loans, the strategy focuses on acquiring like assets and dedicated operating platforms originating and/or servicing such assets and for non-performing loans, the strategy pursues complex, non-commoditized portfolios and utilizes operating platforms. Utilization of operating platforms provides the strategy with the ability to leverage sector and/or asset specific expertise, benefit from economies of scale, and seek multiple paths to exit scenarios. While Clients pursuing this strategy have in the past invested in both the operating platforms and in leases, loans and other assets originated by such platforms, the strategy currently is, and is expected to continue to be, bifurcated, with certain Clients focusing on acquisition of operating platforms and certain other Clients - 17 -

focusing on acquisitions of leases, loans and other assets, including those originated and/or serviced by such platforms. BSL CLOs. This strategy consists of structured credit vehicles that invest principally in floating rate secured corporate loans through a leveraged capital structure which seeks to benefit from low cost, long term, stable debt financing. This strategy is subject to certain thresholds, as is typical for CLOs, with respect to collateral quality, asset-type concentration, geographic exposure, ratings, covenant terms and coverage tests. Core Senior Loans. This strategy seeks to generate current income while preserving capital by investing primarily in newly originated secured debt, focusing on established, stabilized middle market borrowers. The strategy generally expects to pursue a buy and hold strategy, with returns generated primarily from ongoing interest income as well as original issue discount, closing payments, commitment fees, prepayments and related penalties. This strategy is similar to the Specialty Loans strategy described below, save for different asset-level yield targets and specific investment guidelines. GP-LP Solutions. This strategy pursues newly originated net asset value-based debt investments secured by interests in the issuer’s underlying investments and / or distributions in respect thereof (i) to private funds (e.g., funds investing in private equity, private credit, growth equity, infrastructure and real estate) or (ii) collateralized by interests in private funds. The strategy also pursues investments in newly originated debt investments to sponsors of private funds. Institutional Credit. The strategy seeks to generate attractive risk-adjusted returns with an emphasis on capital preservation. The strategy focuses primarily on performing credit investments across the leveraged loan, high yield bond and securitized credit asset classes, and may also invest in other instruments, including equities, credit default swaps and other derivative products. This strategy may also hedge its portfolio to reduce volatility and protect against systemic risks as well as enter into opportunistic short positions in specific circumstances. Leveraged Loans. This strategy invests primarily in senior secured term loans. The strategy may also invest in: (i) second lien term loans, (ii) senior secured bonds, which typically (a) are first lien debt, (b) have a first lien on certain pieces of the issuer’s assets, (c) have a second lien on all or certain of the issuer’s assets, and/or (d) are a combination of the foregoing, (iii) unsecured high yield bonds, which are debt obligations that are often subordinate in right of payment to senior secured term loans, senior secured bonds and second lien term loans but are senior to equity in a leveraged capital structure and (iv) securitized credit and warehouse financings of securitization transactions. The strategy may also invest in other credit and creditrelated investments, including, without limitation, credit-related indices, exchange-traded funds, convertible debt, total return swaps and other derivatives, and warrants or equity related or unrelated to the strategy’s debt instruments and engage in short selling. This strategy is similar to the Liquid Loans strategy described below, save for different exposure targets and specific investment guidelines. Liquid Loans. This strategy provides exposure to a diversified, actively managed portfolio consisting primarily of broadly syndicated senior secured loans. This strategy is expected to invest mainly in senior secured term loans. The strategy may also invest in: (i) second lien term loans, (ii) senior secured bonds, and (iii) unsecured high yield bonds, which are debt obligations that are often subordinate in right of payment to senior secured term loans, senior secured bonds and second lien term loans but are senior to equity in a leveraged capital structure. This strategy is similar to the Leveraged Loans strategy described above, save for different exposure targets and specific investment guidelines. Opportunistic CLO. This strategy makes investments in CLO tranches generally managed by unaffiliated third party CLO managers in either the primary or secondary market but also has the ability to invest in CLOs managed by HPS or its affiliate. The strategy is focused on providing credit exposure diversification based on the underlying assets of the CLO tranche as well as diversification with respect to manager style due to investments in a variety of CLO managers. This strategy may, at times, focus solely on investing in - 18 -

CLO tranches of a specific rating. The strategy seeks to achieve current income and preservation of capital consistent with investments in rated notes (i.e., unsecured subordinated notes and preference shares and mezzanine notes) of CLOs. Private High Grade. This strategy primarily invests in privately negotiated investment grade, cash flowbased debt investments in established, larger scale companies and investment grade, asset-based debt investments across a wide range of collateral types, including equipment, infrastructure and real estate. Real Estate. This strategy invests in real estate debt and equity securities, including in debt or debt-like securities related to transitional and stabilized commercial (office, multi-family, retail, industrial, hospitality, specialty-use), and/or for-sale residential real estate assets located in the United States The strategy seeks to invest in well-established counterparties in order to: (i) finance acquisitions, (ii) refinance existing indebtedness, or (iii) fund value-add and transitional business plans, in connection with projects a majority of which are expected to be sponsored by third party equity partners and/or developers. Renewables and Power. The strategy primarily invests in privately negotiated, directly originated secured debt, unsecured debt, mezzanine debt, convertible securities and preferred equity investments, in each case, issued by energy and power companies, and companies focused on renewable and sustainable energy infrastructure and related services. In addition, the strategy may acquire warrants and/or equity in connection with debt investments from such issuers. In select situations, the strategy may invest in common equity, structured equity, equity in portfolios of receivables and in other opportunistic investments not related to debt or debt-like investments. Investments made within this strategy may include investments in renewable energy generation, energy storage solutions, renewable fuels, energy efficiency, recycling solutions and sustainable transport/mobility. In addition, the strategy may invest in issuers and assets that enable the transition to de-carbonization by addressing energy demand and reliability (including natural gas-fired power generation and other natural gas-related infrastructure, and carbon abatement strategies). Specialty Loans. This strategy primarily invests in newly originated secured debt. Investments made under this strategy are typically floating-rate fixed-income instruments and typically represent the most senior portion of the issuer’s capital structure, ahead of any mezzanine, high yield bonds and equity tranches. The term “secured debt” refers to debt that is secured by a security interest in one or more assets of the issuer, without reference to the legal form of the debt contract (loan, bond, note or otherwise). This strategy is similar to the Core Senior Loans strategy described above, save for different asset-level yield targets and specific investment guidelines. Special Situations. This strategy primarily focuses on special situations in the private and public markets. The strategy’s investment objective is to generate long-term returns through capital appreciation and current income with strong downside protection by exploiting market inefficiencies. Investments may take the form of debt and equity and will be focused on special situations in the private and public markets. These opportunities include stressed and distressed private and public debt, performing credit in stressed and distressed capital structures, liquidation stubs, litigation claims and trade claims, asset-backed debt and other special situations. Strategic Investment Partners. This strategy focuses on high-yielding fixed and floating rate debt and debt-like instruments. The junior capital solutions provided by HPS may include subordinated or structurally subordinated debt (such as second lien, unsecured debt and “holdco” or “holdco”-like securities), mezzanine securities, preferred equity , convertible securities and equity-related securities (such as options or warrants) which may accompany a debt investment, as well as, in select situations, common equity investments. In certain situations, the strategy may pursue opportunistic investments, including senior debt, unitranche securities and structured debt tranches and equity investments unrelated to its mezzanine and other junior capital investments. The majority of investments are expected to be in instruments issued by companies in North America and Europe, although investment may be made in Latin America, Asia and elsewhere globally. - 19 -

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As described in the responses to Items 4 and 5 above, HPS and its affiliates provide investment advisory services to: (i) HPS Funds; and (ii) Third Party Funds. Such Clients generally are managed accounts, domestic and foreign limited partnerships, companies, limited liability companies, trusts and other vehicles that are not registered or required to be registered under the U.S. Investment Company Act of 1940, as amended (the “Company Act”). In addition, the securities issued by the Clients are not registered or required to be registered under the Securities Act of 1933, as amended (the “Securities Act”), and are generally privately placed to qualified investors in the United States and elsewhere. The investors in the Clients are primarily sophisticated investors, which include, but are not limited to, financial institutions, public and corporate pension funds, sovereign wealth funds, funds of funds, endowments, foundations and family offices, as well as individuals. All investors are subject to applicable suitability requirements. Generally, an investor participating in an HPS Fund or Third Party Fund is required to meet certain suitability and net worth qualifications, including that such investor be (i) an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act and (ii) either (a) a “qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act or (b) a “knowledgeable employee” within the meaning of Rule 3c-5 of the Investment Company Act. Generally, the minimum initial investment amount for investors in the HPS Funds is between $100,000 and $10,000,000. The minimum initial investment amount generally can be waived at the discretion of the general partner, board of directors, trustees and/or administrator of each HPS Fund, but not below an amount required under applicable law. Agreements with Certain Investors Certain investors in the HPS Funds or Third Party Funds have been granted and in the future additional investors may be granted one or more of the following rights with respect to their investments: (i) a reduced management fee and/or performance-based compensation and/or operating expense; (ii) the right to receive preferential liquidity and other terms compared to other investors; (iii) the right to receive certain additional information with respect to certain funds, including position-level portfolio information or events related to HPS; (iv) the right to reserved capacity for a certain fund; (v) notification to the investor with respect to the investor’s ownership percentage of a certain fund; (vi) limitation on the investor’s ownership percentage of a certain fund below certain thresholds; (vii) notification to the investor with respect to the ownership by benefit plan investors of a certain fund’s equity classes; (viii) certain limitations on an investor’s confidentiality obligations under a certain fund’s organizational documents pursuant to laws or regulations to which the investor is subject (such as the public information or “sunshine” laws); and (ix) an acknowledgement that such investor is entitled to sovereign status under U.S. federal, state or non-U.S. law. In addition to the above, certain investors in the HPS Funds or Third Party Funds have been granted and in the future additional investors may be granted one or more additional rights with respect to their investments, including, but not limited to: (i) the right to opt out of the requirement to fund capital calls or otherwise be excused from participating in certain investments due to regulatory, tax or public policy or the investor’s internal considerations; (ii) the right to designate one or more members of an investor advisory or oversight committee; (iii) rights with respect to distributions in kind; (iv) rights with respect to transfers of interests; (v) the right to receive information regarding the investment and/or disposition strategy of the Client; (vi) an acknowledgement that such investors are interested in learning about, and arrangements with respect to the allocation of any available potential co-investment opportunities; (vii) the right to provide selected confidential information to regulators or other recipients, (viii) arrangements with respect to waivers of certain obligations, (ix) agreements by a general partner (or similar governing body) to refrain from exercising certain remedies or taking certain actions against an investor (including in connection with a default by such investor) and (x) the right to cease making capital contributions under certain circumstances. - 15 -

Such rights can be, and have been, granted on the basis of (i) the size, nature, timing or other features of the investor’s investment in, or commitment made to, a Client, (ii) the type, category, nature or other features of the investor, (iii) the involvement or participation in Client’s, HPS’s or the applicable general partner’s management or activities or strategic relationships with HPS or BlackRock (whether past, present and/or future; in each case only to the extent permitted under applicable laws), or (iv) any other criteria, element or feature as may be determined from time to time by, and in the discretion of, HPS or the applicable general partner, to extent that such is not inconsistent with applicable laws and regulations. Unless HPS or the respective general partners determine otherwise, any expenses incurred by a Client, HPS or the respective general partner in complying with the terms of any side letter, including producing additional reporting, will be borne by the Client and generally will not be specially allocated to the applicable Client investor. Additionally, any rights or terms established in a side letter with a Client investor will govern solely with respect to such Client investor (but not any of such Client investor’s assignees or transferees unless so specified in such side letter or as otherwise expressly agreed by HPS or the respective general partner) and will not require the approval of any other Client investors, notwithstanding any other provision of the applicable Governing Documents of such Client. HPS and the respective general partners will not be required to notify all Client investors of any such side letters or any of the rights or terms or provisions thereof, and will not be required to offer such additional or different rights or terms to all Client investors. Certain investors will be granted “most favored nation” rights (an “MFN”) in their side letter, which will give such investors the right to review and/or elect the benefit of certain side letter rights granted to other investors that have made the same or smaller commitments to the Client. However, certain provisions will not be subject to disclosure or election, in all cases in accordance with the terms of the MFN. The general partners will make certain decisions regarding how to implement the MFN, including what information to redact when side letters are shared, whether an investment policy or practice is unique to a limited partner (and therefore not disclosable or electable) and whether certain affiliated, related or commonly advised investor commitments should be aggregated for purposes of the MFN. Further, the terms agreed with certain investors, including investors that are affiliated with or managed by the general partners, will be carved out in accordance with the terms of the MFN. Certain investors may engage investment consultants to evaluate a potential investment by such investors in a Client and/or monitor such investment on an ongoing basis. Such Client could have an incentive to agree to provide additional information to such investment consultants, offer fee breaks to clients advised by such investment consultant (including by aggregating such investors for purposes of the MFN) or provide other benefits because such investment consultants may refer additional investors to the Clients.

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As described in the response to Item 5 above, HPS and its affiliates receive performance-based compensation from certain Clients. Certain employees of HPS manage both accounts that are charged a performance-based fee and accounts that are charged only a management fee. HPS has a conflict of interest between its responsibility to act in the interests of the Clients, on the one hand, and any benefit, monetary or otherwise, that may result to it or its affiliates from the services provided to the Clients, on the other hand. For example, with respect to Clients from which HPS receives only a management fee, HPS has an interest in engaging in relatively safe investments in order to receive such management fee. For those Clients for which HPS may only collect a management fee calculated based on the invested capital (including or excluding leveraged borrowings, as applicable) regardless of the point in the Client’s investment period, HPS has an interest in making investments it otherwise would not have made in order to receive such management fee or at a pace which HPS might not otherwise invest if management fees were based on a different methodology, e.g., capital commitments. On the other hand, with respect to Clients from which HPS receives performance-based compensation (including the carried interest or incentive fee paid to the general partners or special limited partners affiliated with HPS), HPS has an interest in engaging in riskier or more speculative investments than would be engaged in if the performance-based compensation did not exist in order to increase the potential compensation with respect to such Clients. HPS is also incentivized not to permanently write down or write off or dispose of an investment that has poor prospects for improvement in order to receive ongoing management fees in respect of such investment and potential carried interest or incentive fee distributions if such asset appreciates in the future. In addition, the method of calculating the carried interest or incentive fee results in conflicts of interest between HPS, on the one hand, and the investors, on the other hand, with respect to the management and disposition of investments. Additionally, the existence of a clawback obligation creates an incentive for HPS to defer the disposition of one or more investments if those investments would result in a realized loss, a return on investment that was less than the preferred return and/or the finalization of dissolution and liquidation of a private fund where a clawback obligation would be owed. HPS also has an incentive to favor a Client that pays performance-based compensation over a Client that pays management fees only or pays lower performance-based compensation. The HPS Funds have different performance-based compensation arrangements, which subjects HPS to other potential conflicts of interest with respect to the allocation of investment opportunities. For example, the performance-based compensation for the open-ended funds is generally based on such funds’ realized and unrealized performance at the end of each fiscal year or other calculation period, while the performancebased compensation for the closed-end funds is generally paid only after the proceeds from their investments have been realized. HPS could be incentivized to favor accounts that pay performance-based compensation sooner than other accounts or that pay higher performance-based compensation than other accounts. HPS receives different amounts of management fees and/or performance-based compensation from a Client as compared to one or more Clients investing alongside it. As a result, HPS’s interests with respect to each is not necessarily aligned, and it is incentivized to favor one or more Clients paying higher management fees and/or performance-based compensation over a Client when allocating investment opportunities. In order to seek to address the potential conflicts with respect to the management of one or more Clients, HPS has developed policies and procedures that provide that HPS will allocate investment opportunities and make purchase and sale decisions among applicable Clients in a manner that HPS considers, in its sole discretion, to be fair and equitable, please refer to Item 11.

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HPS Investment Partners, LLC is not currently registered as a broker-dealer. HPS Securities, LLC (“HPS Securities”), an affiliate of HPS, is a broker-dealer registered with the SEC and a member of FINRA. Certain persons of HPS are registered representatives of the affiliated brokerdealer. HPS Securities serves as placement agent for the HPS Funds. While HPS Securities is not expected to receive placement fees in connection with its role as placement agent for equity interests in the HPS Funds, HPS Securities will be entitled to expense reimbursement for certain expenses related to such offerings, which could be viewed as compensation. In addition, HPS Securities serves as managing dealer for certain HPS Regulated Funds and it may also provide other broker-dealer services in respect of Clients or third parties, and reserves the right in such roles to receive servicing or distribution fees from the relevant HPS Regulated Fund, Client or third party. To the extent HPS Securities is engaged by any HPS Fund to provide placement services, HPS Securities will have an incentive to recommend the securities of the relevant Client to investors. HPS Advisors, LLC is an affiliate of HPS and registered investment adviser that serves as the investment adviser to one or more HPS Regulated Funds. ElmTree Funds, LLC is a wholly owned subsidiary of HPS and registered investment adviser. Please refer to Items 11 and 14 below for additional information. Relying Advisers The below entities are advisory subsidiaries of HPS (each, a “Relying Adviser” and collectively, the “Relying Advisers”). HPS, either directly or indirectly, controls the following Relying Advisers: • • • • • • • • • • • • • • • • • •

HPS Investment Partners (UK) LLP HPS Investment Partners (HK), Limited HPS Investments Partners (AUS) Pty Ltd. HPS Institutional Credit Advisors, LLC HPS Investment Partners Lux Sàrl HPS Mezzanine Partners II, LLC HPS Mezzanine Management III, LLC HPS Mezzanine Management 2019, LLC HPS Strategic Investment Management, LLC HPS Strategic Investment Management V, LLC HPS Strategic Solutions Management, LLC HPS Opportunities SL Management, LLC HPS Investment Partners CLO (US), LLC HPS Investment Partners CLO (UK) LLP Segovia Loan Advisors (UK) LLP HPS Investment Partners (SG) Pte. Ltd. HPS EF GP, LLC HPS EL SLF 2016 GP, LLC

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Each of the Relying Advisers is involved in identifying and monitoring investments recommended or made on behalf of one or more Clients. The Relying Advisers conduct no other investment advisory activities. Principals and employees of the Relying Advisers are subject to HPS’s Code of Ethics. Principals, BlackRock and HPS employees and certain affiliates of HPS have invested in, are authorized to invest in, and/or made commitments to invest in, certain HPS Funds and Third Party Funds managed by HPS or a Relying Adviser. Related General Partners Certain affiliates of HPS serve in a general partner capacity of certain Clients (the “General Partner Entities”). The General Partner Entities and HPS operate as a single advisory business and are subject to a unified code of ethics and compliance program adopted by BlackRock and HPS pursuant to the requirements of the Advisers Act. In reliance on guidance from the SEC Staff, the General Partner Entities are relying on HPS’s registration with the SEC and are not submitting separate Forms ADV. General Partners or Managing Members of Single Investor Vehicles The general partners or managing members of a single investor vehicle structured as a limited liability company or a limited partnership will be directly or indirectly controlled by BlackRock. Affiliated Broker-Dealers BlackRock Investments, LLC (“BRIL”) is an indirect wholly-owned subsidiary of BlackRock and a brokerdealer registered with the SEC and a member of FINRA. Affiliated Registered Investment Advisers HPS has affiliates that are direct or indirect wholly-owned subsidiaries of BlackRock that are registered as investment advisers with the SEC under the Advisers Act (including HPS, the “BlackRock Investment Advisers”). Additional information about the BlackRock Investment Advisers is available on the SEC’s website at www.adviserinfo.sec.gov. In particular, relying advisers of BlackRock Capital Investment Advisors, LLC ("BCIA"), Tennenbaum Capital Partners, LLC (“TCP”) and SVOF/MM, LLC (“SVOF/MM”) provide investment advisory services to BlackRock clients with a focus on private credit investments. HPS oversees the day-to-day management of the BCIA, TCP and SVOF/MM businesses that fall within the scope of PFS (together, the “Heritage BlackRock Private Credit Business”). Affiliated Commodity Pool Operators HPS is an exempt commodity pool operator and exempt commodity trading adviser registered with the National Futures Association. The BlackRock Investment Advisers are registered or exempt from registration as commodity pool operators or commodity trading advisors. In particular, BAM LLC is an exempt commodity pool operator and exempt commodity trading advisor. BFM Inc. is registered as a commodity pool operator and a commodity trading advisor.

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Other Activities and Relationships HPS’s parent company, BlackRock, is a broad financial services organization with a variety of subsidiaries and other affiliated entities. Therefore, as a result of the HPS Acquisition, HPS has a variety of financial industry affiliations with related persons that are controlled directly or indirectly by BlackRock. In some cases, HPS can have business arrangements with such related persons that are expected to be material to its advisory business or to its Clients, as described above. In some cases, these business arrangements create or will create a potential conflict of interest, or the appearance of a conflict of interest, with Clients, as further described in Items 8 and 11. Potential conflicts of interest are also discussed in the Clients’ offering materials, organizational documents and subscription agreements. Foreign Registrations HPS operates in Australia by relying on foreign financial services providers exemption granted by the Australian Securities and Investment Commission (“ASIC”) to those investment advisers already registered with the SEC. HPS Investment Partners (AUS) Pty Ltd. is licensed as an Australian Financial Services Licensee by ASIC. HPS Investment Partners (UK) LLP, HPS Investment Partners CLO (UK) LLP and Segovia Loan Advisors (UK) LLP are authorized by the Financial Conduct Authority in the United Kingdom. HPS Investment Partners (UK) LLP (DIFC Representative Office) is registered with the Dubai Financial Services Authority as a representative office. HPS Securities and HPS Investment Partners (UK) LLP each rely on the international dealer exemption in Canada. HPS Investment Partners (HK), Limited is authorized and regulated by the Hong Kong Securities and Futures Commission to perform dealing in securities (marketing) activities as of 31 March 2026. HPS Investment Partners Lux Sàrl is authorized and regulated by the Commission de Surveillance du Secteur Financier in Luxembourg for the purposes of managing alternative investment funds and has established a branch, HPS Investment Partners Lux Sàrl (German Branch), in Germany. HPS Investment Partners (SG) Pte. Ltd. holds a capital markets services license granted by the Monetary Authority of Singapore to perform fund management activities. US Registrations Commodity Futures Trading Commission (Commodity Pool Operator) HPS and certain of the Relying Advisers are currently exempt from registration with the Commodity Futures Trading Commission (“CFTC”) as commodity pool operators (“CPOs”). Generally, HPS and its affiliated Relying Advisers provide services to pools operating pursuant to CFTC Rules 4.13(a)(3) or 4.5, so that HPS and its affiliated Relying Advisers are exempt from certain or most CFTC disclosure, reporting and recordkeeping requirements applicable to registered CPOs.

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Selection of Service Providers The Clients’ advisors and service providers (including, but not limited to, accountants, administrators, lenders, bankers, brokers, attorneys, tax counsel, consultants, software and technology and investment or commercial banking firms) or their affiliates are expected to provide goods or services to, or have business, personal, financial or other relations with BlackRock (including HPS), its employees (or their family members), affiliates, Clients, and/or portfolio companies. HPS and/or its affiliates hold interests in certain service providers, and in the future may hold interests in other service providers. Additionally, HPS can employ BlackRock as a service provider and, as noted previously, HPS personnel sit on BlackRock’s Global Executive Committee and as an observer on BlackRock’s Board of Directors. Those interests entitle (and any others held in the future may entitle) HPS and/or its affiliates to receive a portion of any distributions made by such servicer provider, and also entitle HPS and/or its affiliate to receive compensation in the event of a sale of the business of the service provider (the value of which will indirectly depend, in part, on the service provider’s revenues). In certain cases, HPS and/or its affiliates entitlement to interests in the service provider may be partially conditioned (and other similar arrangements in the future may be similarly conditioned) upon maintaining a service contract with the service provider with a minimum revenue amount from HPS and/or its affiliates and its Clients. Taken together, this creates a strong incentive for HPS to select or recommend that service provider in lieu of any available competitors who might provide comparable or higher quality of services, for comparable or lower costs. HPS and/or its affiliates or its principals may enter into similar arrangements in the future. Such advisors and service providers may be investors in one or more of the Clients, or Blackrock, sources of investment opportunities or co-investors or commercial counterparties or entities in which HPS or its employees (or their family members) or affiliates have an investment. Further, such advisors and service providers or their affiliates or related parties may include persons who have material relationships with HPS, including, persons who have an economic interest in HPS. Except as required by a Client’s Governing Documents, HPS will generally have the discretion to select service providers independent of review by investors or consent by any relevant Client or limited partner advisory committee. The Clients, unless otherwise specified or agreed, will bear the cost of all such service providers, as appropriate. The service providers that HPS selects for one or more of the Clients may also provide services to HPS and/or its affiliates, or a portfolio company in a different capacity and/or at different rates. Fee discounts may be granted to HPS, its affiliates in connection with such engagement and not the Clients or a portfolio company, or vice versa. This creates a potential conflict of interest where the interests of the parties are not aligned where, for example, a law firm may be at the same time engaged to provide services to both HPS and one or more of the Clients or a portfolio company. Additionally, certain investors or employees of HPS may have family members or relatives employed by such advisors and service providers. These relationships could influence HPS or its affiliates or the applicable general partners in deciding whether to select or recommend such service providers to perform services for the Clients or portfolio companies creating an incentive for HPS to cause the Clients to use the relevant services even where other services may be available on better terms or with better capabilities. The Clients, unless otherwise specified or agreed, will, directly or indirectly, bear the cost of all such service providers, as appropriate. HPS may have a conflict of interest in determining whether to engage a service provider and allocate the costs of such engagement to the Clients, or to perform such services in house and save the Clients from having to otherwise bear such costs. The Clients will not be required to obtain any consent or seek any approvals from limited partners in connection with the engagements of such services provider for the Clients or any portfolio company. HPS will have an incentive to engage third-party service providers due to a number of - 106 -

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Code of Ethics BlackRock personnel (including HPS personnel) may be engaged in activities and have interests other than that of managing the assets of clients which may give rise to potential conflicts of interest, some of which are discussed below. All BlackRock personnel are required to comply with applicable federal securities laws, fiduciary principles applicable to BlackRock’s businesses and the requirements of the BlackRock Global Conflicts of Interest Policy and the Code of Business Conduct and Ethics (the “Conduct Code”), including that employees must avoid placing their own personal interests ahead of clients’ interests. BlackRock’s employees are required to place the interests of BlackRock’s clients first and avoid transactions, activities and relationships that might interfere or appear to interfere with making decisions in the best interests of clients of BlackRock. BlackRock has adopted policies and procedures relating to personal securities transactions, insider trading and other ethical considerations, including the Global Personal Investments Policy (“Personal Investments Policy”) in accordance with Rule 17j-1 under the Investment Company Act and Rule 204A-1 under the Advisers Act and other applicable regulations (the “Rules”). In conformity with the Rules, the Personal Investments Policy contains provisions regarding employee personal trading and, reporting requirements that are designed to address potential conflicts of interest that might interfere or appear to interfere with making decisions in the best interest of BlackRock clients. HPS will provide a copy of the Personal Investments Policy to any Client or prospective Client upon request. Together with the Conduct Code, the Personal Investments Policy requires employees at BlackRock, their spouses, domestic partners, financially dependent children, and any other person on behalf of whom they make investment decisions conduct all of their personal investment transactions in a manner that is consistent with the applicable federal securities laws, the requirements of the BlackRock Global Insider Trading Policy and other policies of BlackRock. These requirements include that all personal trading activity complies with the fiduciary principles to BlackRock’s businesses, the reporting of personal investment accounts, pre-clearance of personal trading transactions, and the reporting investment transactions. The Personal Investments Policy also generally prohibits employees from acquiring securities in initial public offerings, and contains prohibitions against profiting from short-term trading, subject to very limited exceptions. The Personal Investments Policy also imposes “blackout” periods on certain employees, including portfolio management personnel, prohibiting transactions in certain securities during time periods surrounding transactions in the same securities by BlackRock client accounts. Moreover, the Personal Investments Policy and other BlackRock policies contain provisions that are designed to prevent the use of material nonpublic information. Any member of the BlackRock Group covered by the policies who fails to observe its requirements or those contained in related BlackRock policies and procedures is subject to potential remedial action. BlackRock will determine on a case-by-case basis what remedial action should be taken in response to any violation, including limiting an employee’s personal trading for some period of time, notification to senior management as well as donating any profit realized to charity. Outside Activities Members of the BlackRock Group have a duty to act solely in the interest of BlackRock’s clients; as such BlackRock’s Global Outside Activity Policy requires that BlackRock employees obtain approval from their line manager and Legal & Compliance before engaging in any outside activities so that BlackRock has the opportunity to consider whether such activities create actual or potential conflicts of interest. The Global - 110 -

Outside Activity Policy is intended to identify activities that have the potential to conflict with an employee’s role at BlackRock and/or BlackRock’s activities. Political Contributions BlackRock’s Global U.S. Political Contributions Policy establishes the requirements that apply when BlackRock and its employees make or solicit U.S. political contributions or engage in political activities in the U.S. The policy prohibits BlackRock and its employees from making or soliciting U.S. political contributions for the purpose of obtaining or retaining business. The policy requires employees to pre-clear U.S. political contributions before they, their spouse, domestic partner, or dependent children make any contributions to a political candidate, government official, political party, or political action committee in the U.S. The BlackRock political action committee (“BlackRock PAC”), a non-partisan political action committee, is supported voluntarily by eligible U.S. employees to help elect U.S. federal candidates who share BlackRock’s values and goals, as determined by the BlackRock PAC Board of Directors. To avoid potential conflicts, the BlackRock PAC does not make political contributions to state or local candidates or state or local officials running for federal office to avoid any potential conflicts with any applicable state laws concerning vendors and potential vendors. Employee Personal Relationships The personal relationships of BlackRock’s directors, officers, and employees have the potential to create conflicts of interest, including where any such individual has a personal relationship with another BlackRock director, officer, or employee or an external party, including but not limited to a service provider, vendor, BlackRock Client (or prospective client) or a portfolio company (or prospective portfolio company). Such personal relationships can unduly influence the decision-making capabilities of the applicable BlackRock directors, officers, and employees to the possible detriment of a BlackRock client. BlackRock has issued a policy designed to provide guidance to directors, officers, and employees regarding personal relationships in the workplace and has put appropriate processes and safeguards in place to avoid actual and potential conflicts of interest that can result from these relationships. Gifts and Entertainment With regard to BlackRock clients or other entities with whom BlackRock has a professional relationship, BlackRock and its respective affiliates and personnel can receive or offer gifts, entertainment, or other benefits in line with the Global Gifts and Entertainment Policy. The receipt or offer of any such gift, entertainment, or other benefit may be perceived as an inappropriate inducement or a quid pro quo arrangement that could motivate BlackRock, its respective affiliates or personnel to act in a manner that is not in the best interests of a BlackRock Client. As noted in the Conduct Code, all BlackRock employees and directors must act in the best interests of our clients and consider the reputation of BlackRock when receiving or providing any gift or entertainment. Employees are prohibited from offering, promising, giving or receiving, or authorizing others to offer, promise, give or receive anything of value, either directly or indirectly, to any party in order to improperly obtain or retain business, or to otherwise gain an improper business advantage. Additionally, strict laws (including criminal laws) govern the provision of gifts and entertainment, including meals, transportation, and lodging, to public officials. Employees are prohibited from providing gifts or anything of value to public officials or their employees or family members in connection with BlackRock’s business for the purpose of obtaining or retaining business or a business advantage.

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BlackRock Group Activities As a global provider of investment management, risk management and advisory services to institutional and retail clients, BlackRock engages in a broad spectrum of activities, including sponsoring and managing a variety of public and private investment funds, funds of funds and separate accounts across fixed income, cash management, equity, multi-asset, alternative investment and real estate strategies, providing discretionary and non-discretionary financial advisory services, providing enterprise trading systems, risk analytics, investment accounting and trading support services and engaging in certain broker-dealer activities, transition management services, mortgage servicing and other activities. BlackRock acts as, among other things, an investment manager, investment adviser, broker-dealer and, under certain circumstances, an index provider. BlackRock makes payments, out of its own profits or other sources, to affiliated or unaffiliated financial institutions, broker-dealers or other entities for distribution and sales support activities, including participation in marketing activities, educational programs, conferences, and technology development and reporting, or sub-accounting, administrative, shareholder processing or other services related to shares or shareholders of investment companies and other funds for which BlackRock provides investment advisory services, or for other services or activities that facilitate investments by BlackRock clients in such funds. These payments would be in addition to any payments made or fees paid directly by the investment companies or other funds. BlackRock has direct and indirect interests in the global fixed income, currency, commodity, equity, and other markets in which BlackRock clients invest. As a result, BlackRock and its directors, managers, members, officers, and employees (collectively, the “BlackRock Group”), including those involved in the management, sales, investment activities, business operations, or distribution of BlackRock’s services and products, are engaged in businesses and have interests other than that of managing the assets of BlackRock clients. These activities and interests include potential multiple advisory, transactional, financial, and other interests in securities, instruments, and companies that are directly or indirectly purchased or sold by or on behalf of BlackRock clients by BlackRock and other persons. As a result of the various activities and interests of the BlackRock Group as described below, BlackRock clients could have multiple business relationships with members of the BlackRock Group and the BlackRock Investment Advisers will, on behalf of BlackRock clients, invest in, engage in transactions with, make voting decisions with respect to, or obtain services from entities for which the BlackRock Group performs, or seeks to perform, risk management, investment system outsourcing, financing, investment banking, lending, loan servicing, or other services. Although the relationships and activities of the BlackRock Group tend to offer attractive opportunities and services to BlackRock clients, such relationships and activities may under certain circumstances give rise to potential conflicts of interest between or among the BlackRock Group and BlackRock clients or have other potentially negative effects on BlackRock clients. Additionally, consistent with applicable law, BlackRock and its respective affiliates and personnel can receive greater compensation or greater profit in connection with an account for which BlackRock serves as an adviser than with an account advised by an unaffiliated investment adviser. Differentials in compensation result from, among other reasons, BlackRock paying a portion of its advisory fee to its affiliate or other compensation arrangements, including for portfolio management, brokerage transactions, or account servicing. Any differential in compensation creates a potential financial incentive on the part of BlackRock, its affiliates and personnel to recommend BlackRock over unaffiliated investment advisers, to effect transactions differently in one account over another, or to favor accounts in which they have more significant interests over those in which they have a lesser (or no) interest. The BlackRock Investment Advisers manage the assets of BlackRock clients in accordance with the investment mandate selected by each BlackRock client and applicable law, and will seek to give advice to, and make investment decisions for, such BlackRock client that the BlackRock Investment Adviser believes to be in the best interests of such BlackRock client. However, from time to time, investment allocation decisions are made which adversely affect the size or price of the assets purchased or sold for a BlackRock - 112 -

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Selection Criteria, Generally In general, Clients will invest directly or indirectly in securities and other interests. Subject to any limitations set out in the relevant Governing Documents with Third Party Funds, HPS has discretion to select any broker or dealer and has established a review process to approve such relationships. HPS, as an investment adviser, is under a duty to seek “best execution,” which the SEC generally describes as a duty to seek to execute securities transactions so that a Client’s total costs or proceeds in each transaction are the most favorable under the circumstances. This duty generally begins with a requirement that HPS seek to obtain the best price available for the securities in each transaction. However, HPS has not, and in the future may not, always pay the lowest possible commission or markup or markdown, but takes into account a number of factors when determining best execution, including, but not limited to, a broker’s trading expertise, liquidity, reliability, responsiveness, reputation, execution, clearance, settlement and creditworthiness, willingness to commit capital, access to a particular trading market, access and/or availability to the primary market, availability of securities to borrow or short, and the value of research it provides. In certain situations, HPS has paid, and in the future may pay, a brokerage commission or other transaction cost in excess of that which another broker/counterparty might have charged for effecting the same transaction. HPS gives consideration to certain of these factors more than others in choosing brokers depending on the particular investment strategy at issue. HPS conducts periodic reviews of the execution quality provided by broker-dealers used by HPS. HPS has an incentive to select or recommend a brokerdealer based on its interest in receiving the research or other products or services, rather than solely relying on receiving the most favorable execution. Soft Dollars HPS does not currently engage in any third party soft dollar arrangements. HPS 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. HPS has considered, and in the future may consider, the value of research or brokerage services or products that a broker-dealer provides to its Clients. Because many of those research services could benefit HPS and other Clients of HPS, a conflict of interest exists in allocating a Client’s brokerage business. HPS intends to comply with Section 28(e) of the Securities Exchange Act of 1934, as amended, except with respect to securities transactions for which Section 28(e) is unavailable. Under Section 28(e), HPS’s use of a Client’s commission dollars to acquire research or brokerage products and services is not a breach of its fiduciary duty to the Client—even if the brokerage commissions paid are higher than the lowest available—as long as (among certain other requirements) HPS determines that the commissions are reasonable compensation for both the execution as well as any brokerage services or research acquired. The types of research HPS acquired during the last fiscal year include, but are not limited to: reports or other information about particular companies or industries; economic surveys and analyses; recommendations as to specific securities and financial publications. The “safe harbor” under Section 28(e) applies to the use of a particular Client’s “soft dollars” even when the research acquired is used in making investment decisions for other Clients. In addition, the research information provided to HPS by brokers through which other Clients of HPS or its affiliates effect securities transactions has been used, and in the future may be used, by HPS or its affiliates in providing services to other Clients. The safe harbor is not available where transactions are effected on a principal basis with a markup or markdown paid to the broker-dealer, and is not available for services or products that do not constitute research. Additionally, the safe harbor is not applicable to futures transactions.

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Prime Brokers Prime brokers provide a variety of services to Clients of HPS, which may include clearance and settlement of transactions, placement agent services, custody of the Clients’ investment instruments and cash, extending margin credit to Clients, arranging for stock loans to implement short sales, lending of the Clients’ portfolio securities to third parties and capital introduction services whereby HPS may be afforded the opportunity by the prime brokers to make a presentation regarding its services to certain qualified investors. While the prime brokers and/or their affiliates generally provide capital introduction services at no additional cost and certain other services at favorable or below market rates, HPS, and not the Client, may be the principal or sole beneficiary of those services, thus presenting a potential conflict of interest between the Client and HPS, which is responsible for selecting the prime brokers and negotiating such Client’s brokerage, margin and other fees. HPS has, and in the future may have, brokerage relationships with other Clients of HPS, which has benefited, and in the future may benefit, such other Clients, thus presenting a potential conflict of interest between such other Clients and HPS. In selecting or recommending broker-dealers, HPS does not take into account whether HPS or any of its related persons has received, or may in the future receive, client referrals from such broker-dealers. HPS does not currently have any Clients that engage in directed brokerage. Aggregation Aggregation (or “bunching”) describes the practice of combining the orders of more than one Client for the purchase or sale of the same security. HPS has employed, and in the future may employ, this practice because, generally, larger transactions enable HPS to obtain better overall prices, including lower commission costs or mark-ups or mark-downs, as applicable. It is HPS’s policy to generally aggregate Client trades when doing so is practicable, administratively efficient or would reduce transaction costs. Where aggregate trades have been filled during the course of the trading day at different prices, the costs of the security to each Client will generally be average-priced to the extent possible. However, it is possible that in allocating securities between Clients, a Client may end up with more or less securities or paying more or less for the relevant securities, in each case, than it would have been allocated and/or paid, as applicable, if trades had not been aggregated for multiple Clients. HPS seeks to aggregate trades for similarly managed Clients when possible. Additional information with respect to investment allocation decisions is discussed above in Item 11.

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Third-party placement agents, including solicitors, who refer investors to HPS Funds or Third Party Funds, are paid separately by HPS. Such placement agents may include, but are not limited to, JPM and certain affiliates of the brokers of certain Clients, as well as other placement agents. Certain of such placement agents receive fees directly from certain investors subscribing for shares/interests in HPS Funds or Third Party Funds in addition to any compensation received from HPS as discussed above in Item 10. The cost of such fees will typically be borne by such investors in addition to their capital commitments. However, to the extent permitted by applicable law (including ERISA), the Clients are expected to indemnify such placement agents under certain circumstances. The potential for placement agents to receive (directly or indirectly) compensation in connection with the investors’ subscriptions for interests in HPS Funds and Third Party Funds creates a conflict of interest for such placement agent in recommending that the potential investors purchase such interests. Further, to the extent HPS Securities is engaged by any HPS Funds to provide placement services, including the receipt of compensation by HPS Securities for such services, HPS Securities’ affiliation with HPS will create an incentive for HPS Securities to recommend the securities of such Clients to investors. Any such engagements with placements agents will be structured and disclosed to relevant parties in accordance with the requirements under Rule 206(4)-1 under the Advisers Act.

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HPS does not believe that there have been any legal or disciplinary events that are material to its advisory business or the integrity of its management.

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The risk exposures, trading activity, and profit and loss of HPS portfolios are reviewed on a recurring basis, with variations, depending on the strategy or platform, by the risk and finance teams who report to HPS’s Chief Financial Officer (who also serves as Chief Risk Officer of HPS). In addition, a detailed valuation process for illiquid assets is conducted on either a monthly or quarterly basis and is audited annually by an independent third party. Depending on the investment strategy, the HPS valuation committee meets either monthly or quarterly to monitor valuation policies and to seek to ensure consistent application of the policies among Clients. HPS investment professionals also conduct portfolio reviews. Transactions are reviewed to ensure compliance with internal policies and procedures, applicable regulatory limitations and certain investment guidelines. On a daily basis, the Operations teams within HPS are responsible for reconciling transactions executed to ensure the accuracy of the books and records of HPS. Shareholders or limited partners of HPS Funds and Third Party Funds will generally be sent written monthly and/or quarterly performance statements setting forth customary information and certain additional information as agreed between certain shareholders or limited partners and HPS. In addition, each shareholder and limited partner of the HPS Funds will receive written annual reports containing audited financial statements and other indicia of performance. Certain Third Party Funds receive a daily transaction report for the purposes of daily portfolio reconciliation. HPS may provide Clients with additional information on an as requested basis. Additionally, certain Third Party Funds receive additional reports, the frequency and details of which are set out in the relevant Third Party Fund’s relevant Governing Documents.

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In connection with the management of investments for certain Clients, HPS has, or is deemed to have, custody of certain funds or securities of its Clients. HPS is subject to the audit provision of Rule 206(4)-2 under the Advisers Act with respect to certain of the Clients over which it has custody and delivers audited financial statements to the investors in such Clients within 120 days of the applicable fiscal year-end. In addition, the assets of such Clients over which HPS has custody are held by qualified custodians in accordance with Rule 206(4)-2. Investors should review these audited financial statements carefully. In certain instances, HPS may be deemed to have custody of the assets of certain Clients due to its ability to withdraw funds to pay its advisory fees. In such instances, an independent auditor has been engaged for certain of the HPS Clients to verify the funds and securities of said HPS Clients by actual examination at a time chosen by the independent auditor without prior notice to HPS in accordance with Rule 206(4)-2. Agency Account Arrangements The debt investments held in HPS Clients’ portfolios that are originated or otherwise sourced by HPS are typically funded by a lender group organized by HPS (a “Lender Group”). In certain cases, HPS serves as the administrative agent to such Lender Groups. The participants in a Lender Group generally include HPS Clients and potentially other third-party lenders. A single bank account (the “Agency Account”), established by the sub-agent and maintained by a bank that meets the definition of a “qualified custodian” under the Custody Rule, facilitates the movement of cash to and from the lenders and the borrowers, as applicable, for the Lender Groups. The Agency Account would be opened by and is in the name of the subagent and the assets of HPS Clients and third parties can be commingled in the Agency Account. In connection with such Agency Account arrangements, it is likely that HPS would be deemed to have custody of the assets in the Agency Account under Rule 206(4)-2 under the Advisers Act (the “Custody Rule”) in cases where HPS or its affiliates have access to, and the authority to, obtain the cash in the Agency Account. Accordingly, HPS has sought to comply with the conditions set forth in a SEC staff no-action letter (https://www.sec.gov/investment/madison-capital-funding-122018-206-4) in connection with such arrangements.

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HPS generally has discretionary authority with respect to investment decisions of its Clients pursuant to investment management agreements with such Clients and investment objectives set forth in the Governing Documents of such Clients. HPS’s discretionary authority is generally subject to such restrictions as set forth in each Client’s Governing Documents or agreements with such Client and/or the rules and regulations of any exchange or market on which HPS trades securities on behalf of its Clients. The Governing Documents of the Clients customarily place certain limitations on HPS’s authority to manage a Client’s portfolio, including, for example, leverage, single issuer limits and geographical restrictions. In limited circumstances, certain Third Party Funds as well as certain investors in HPS Funds have consent and/or opt out rights with respect to certain investments based on the terms agreed in their Governing Documents. For certain Clients, an investment committee exists that collectively has discretionary authority over investment decisions for the applicable Client. In general, HPS is delegated the authority to consummate investments on behalf of Clients by the terms of the Governing Documents entered into between a Client and HPS. HPS's discretionary authority includes the ability to select brokers and dealers through which to execute transactions on behalf of its Clients, and to negotiate the commission rates, if any, at which transactions are effected. Unless HPS and the Client have entered into a non-discretionary arrangement, HPS generally is not required to provide notice to, consult with, or seek the consent of its Clients prior to engaging in transactions.

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Rule 206(4)-6 under the Advisers Act requires all investment advisers who exercise voting authority over client proxies to: (1) adopt policies and procedures for voting proxies in the interest of the client; (2) describe the procedures to clients; and (3) inform clients how they may obtain information about how the adviser has actually voted their proxies. Although generally not applicable to HPS’s business, HPS has the authority to vote Client securities on behalf of HPS Funds and certain Third Party Funds. The proxy voting procedures for HPS are designed to address the resolution of any conflicts of interest that arise in connection with proxy voting. HPS is responsible for voting and handling all proxies in relation to the securities held on behalf of the Clients. HPS will vote proxies or abstain from voting proxies, in each case, in the interest of its Clients. At times, a portfolio manager may determine to vote a proxy contrary to a proposed vote. In such instances, the portfolio manager is required to confirm to the Compliance Department that no material conflict of interest exists personally or with HPS. HPS has engaged an independent third party proxy voting specialist, Institutional Shareholders Services, Inc. (“ISS”) to assist HPS in the proxy voting process. The services provided by ISS include research and voting recommendations as well as ballot notification, execution, reporting and record keeping. HPS, however, retains ultimate voting discretion with respect to its Clients. Clients may obtain a copy of the procedures for HPS and information about how HPS voted a Client’s proxies by contacting the Compliance Department at (212) 287-6767. A copy of the applicable Proxy Voting Guidelines is available at: https://www.blackrock.com/corporate/literature/fact-sheet/blkresponsible-investment-engprinciples-global.pdf. BlackRock manages most conflicts through the structural separation of the Investment Stewardship Teams from employees with sales responsibilities. In certain instances, BlackRock will determine to engage an independent third-party voting service provider to make proxy voting recommendations as a further safeguard to avoid potential conflicts of interest or as otherwise required by applicable law. In certain markets, proxy voting involves logistical issues which can affect HPS's ability to vote such proxies, as well as the desirability of voting such proxies. These issues include but are not limited to: (i) untimely notice of shareholder meetings; (ii) restrictions on a foreigner's ability to exercise votes; (iii) requirements to vote proxies in person; (iv) "share blocking" (requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some specified period in proximity to the shareholder meeting); (v) potential difficulties in translating the proxy; and (vi) requirements to provide local agents with unrestricted powers of attorney to facilitate voting instructions. As a consequence, HPS votes proxies only on a "best-efforts" basis.

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HPS is not required to include a balance sheet for its most recent fiscal year, is not aware of any financial condition 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.

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