Left Lane Capital

Left Lane Capital LLC, a Delaware limited liability company formed in October 2019, acts as a discretionary investment adviser to U.S. and non-U.S. private investment vehicles that Left Lane provides investment advisory services (“Fund(s)”) whose underlying investors are sophisticated, qualified investors (“Investors” or “Limited Partners”). The Adviser also acts a discretionary investment adviser to certain coinvestment vehicles (“Co-Investment Vehicle(s)” and collectively with “Fund(s),” “Client(s).”) General partner and manager entities affiliated with the Adviser are referred to herein as general partners (each a “General Partner,” and collectively the “General Partners”). The Adviser is owned by Harley Miller (the “Principal”), Daniel Ahrens and Avneet Pujji. The Adviser is an investment advisory firm located in New York that specializes in making longterm venture capital or private equity related investments in hyper-growth companies with enduring customer relationships that sell to consumers and small- and medium-sized businesses, generally referred to herein as portfolio companies. A General Partner’s/the Adviser’s investment advisory services to the Clients consist of identifying and evaluating investment opportunities, negotiating the terms of investments, managing and monitoring investments and achieving dispositions for such investments. A General Partner/the Adviser provides investment advisory services to each Client in accordance with the applicable Client’s confidential offering memorandum, limited partnership agreement and other governing documents (collectively, the “Governing Documents”). While it is anticipated that each of its Clients will pursue the general strategy of Left Lane described above, a General Partner/the Adviser may tailor the specific advisory services with respect to each Client based on the individual investment strategy of each Client. Investment restrictions for the Clients, if any, are generally established in the Governing Documents of the applicable Client. Additionally, from time to time and as permitted by the relevant Governing Documents, the Adviser, in accordance with its co-investment allocation policy, may provide Limited Partners, third parties not affiliated with a General Partner or its affiliates and/or successor funds the opportunity to co-invest in a particular investment alongside a Fund (on such terms and conditions that the General Partner and the parties participating agree) regarding a portion of an investment opportunity that a General Partner determines exceeds the amount of such investment that is appropriate for a Fund to make. Such coinvestments may be effected through Co-Investment Vehicles or directly in a particular portfolio company. The Principal, Left Lane and an affiliate thereof have entered into a side letter arrangement with certain Investors under which they will be obligated to offer certain co-investment opportunities (to the extent such opportunities exist) to such Investors. Side letter arrangements with Investors have terms and provisions regarding other matters. The Adviser does not participate in wrap fee programs. As of December 31, 2025, the Adviser manages approximately $3,839,920,594 in Client assets on a discretionary basis.

In general, the Adviser receives a management fee (“Management Fee”) from each of the Clients that it manages as compensation for the investment advisory services rendered to the applicable Client in accordance with the applicable Governing Documents. The Adviser also typically receives performance-

based compensation or carried interest pursuant to the applicable Governing Documents for such Client (see Item 6 below for additional information). The Adviser or its affiliates could receive additional compensation (although it has not received any such compensation as of the date of this Brochure) in connection with management and other services performed for portfolio companies of the Clients, and such additional compensation would typically offset, in whole or in part, the management fees otherwise payable to the Adviser in accordance with the relevant Governing Documents. Clients also bear or reimburse certain other out-of-pocket expenses (in addition to Management Fees) incurred by the Adviser in connection with the services provided to the Client, as set forth in the Governing Documents of each Client (discussed further below). The precise amount, the manner of calculation and the manner and timing of payment of any such Management Fee, carried interest, or performance-based compensation for each such Client are negotiated and determined at the time such Client is established and are set forth in its Governing Documents provided to each Investor prior to investment in such Client. It is critical that investors and prospective investors refer to the Governing Documents for a complete understanding of how the Adviser and/or affiliates are compensated for advisory services. The information contained herein is a summary only with respect to current Clients and is qualified in its entirety by the applicable Governing Documents. Management Fees The Adviser generally receives an annual management fee (the “Management Fee”) from the Clients, although certain Clients or Investors pay no or a reduced Management Fee. The Management Fee is generally equal to an amount up to two percent (2%) of a Limited Partner’s capital commitment through the first five years of the applicable Fund and then the Management Fee steps down to be equal to two percent (2%) of a Limited Partner’s sharing percentage of the aggregate acquisition cost of the Fund’s portfolio investments other than any portion of a portfolio investment that has been written down below its cost (or other requirements set forth in the Governing Documents) by a General Partner. A General Partner has a conflict of interest in determining whether an asset is written down since the Management Fee would be decreased if the asset is written down. In addition, a General Partner is incentivized to continue to workout or restructure assets, including by employing strategies that forestall or prolong the exercise of remedies by lenders, and incur costs and expenses related thereto on behalf of a Fund, for assets where a Fund is unlikely to ultimately recover any value for the asset. The Adviser may enter into different management fee arrangements. The Management Fee generally will be paid in quarterly installments in advance on the first day of each fiscal quarter. A management agreement between a Fund and Left Lane will generally continue until the dissolution and liquidation of the Fund, but either the Fund’s General Partner on behalf of the Fund or Left Lane may terminate the agreement without cause and without penalty at any time on ninety (90) days’ prior written notice to other party. If such a management agreement is terminated, it is Left Lane’s policy to rebate the fee on a pro rata basis. The Management Fee for certain Clients will be reduced on a dollar-for-dollar basis against any portion of the General Partner’s capital contribution obligation to a Client to be made with deemed contributions. In some Clients, one hundred percent (100%) of all director’s fees, consulting fees, commitment fees, monitoring fees, break-up fees and success fees or other remuneration received by a General Partner, the Adviser, the Principal and certain other persons in connection with investments in portfolio companies (other than as reimbursement of expenses, or from portfolio companies with publiclytraded securities) will be applied to offset the Management Fee of the applicable Client. A Client will also generally bear placement agent fees and expenses incurred in connection with the sale of interests in a Client by the General Partner. Generally, any organizational and offering expenses of a Client in excess of

a specified cap and one hundred percent (100%) of all placement agent fees and expenses paid by a Client will be applied to offset the Management Fee. Expenses A General Partner or its affiliates will generally bear only the following expenses: compensation and expenses of the employees and limited partners of the General Partner or the Adviser (as applicable); and fees and expenses for administrative, clerical and related support services, office space and facilities, utilities and telephone, insofar as they relate to the investment activities of the Clients. A Client will generally assume and pay all operating expenses attributable to a Client’s activities including, without limitation: the Management Fee; organizational expenses (subject to offset as described above in “Management Fees” above); placement fees (subject to offset as described above in “Management Fees” above); liquidation expenses of a Client; any taxes (other than certain tax liabilities), fees or government charges that can be assessed against a Client; commissions or brokerage fees or similar charges incurred in connection with the purchase or sale of securities (including any merger fees payable to third parties and whether or not any such purchase or sale is consummated); expenses of members of a Fund’s limited partner advisory committee (“Advisory Committee”) and observers (including premium reasonable travel-related costs and expenses); fees, costs and expenses incurred in implementing or maintaining thirdparty or proprietary software tools, programs or other technology (including, without limitation, any and all costs and expenses of any third-party investment, books and records, portfolio compliance, reporting, systems, including, without limitation, consultant, consumer relations management, software licensing, data management and recovery services fees and expenses, and any web portal, extranet tools or other administrative or reporting tools (including subscription based services)); the costs and expenses (including, without limitation, premium travel, annual or other periodic membership fees and expenses of meeting or office space and accommodation-related expenses) of hosting annual and special meetings for a Client, or otherwise holding meetings or conferences with Limited Partners or the Advisory Committee (or members or observers thereof), whether individually or in a group; costs and expenses associated with attending industry conferences and marketing expenses for trade associations (including premium travel-related expenses); costs and expenses associated with the investment activities of a Client (including, without limitation, meetings with founders, executives, employees of, and other persons related to, prospective and/or actual portfolio companies or a General Partner’s investigating, sourcing, negotiating, structuring, acquiring, holding, managing, evaluating, monitoring, maintaining and/or disposing of portfolio investments, including potential portfolio investments that are not actually consummated); all fees and expenses relating to establishing any credit facility and expenses related to any borrowings under any credit facility or other borrowings by a Client, including any interest expense for borrowed money; all expenses relating to litigation and claims (including threatened litigation or claims) involving a Client, including indemnification expenses; expenses attributable to normal and extraordinary investment banking, commercial banking, accounting, tax, auditing, appraisal, legal, fund administration, anti-money laundering and “know-your-client” compliance, finder’s, custodial, transfer and registration and other professional services provided to a Client and any expenses attributable to expert and consulting services, including in each case services with respect to the proposed purchase or sale of securities by a Client that are not reimbursed by the issuer of such securities or others (whether or not any such purchase or sale is consummated); premium travel-related expenses in connection with the investment activities of a Client; expenses associated with outsourcing certain financial reporting, accounting and other administrative services provided to a Client; costs of financial statements and other reports (including Schedule K-1s) provided to, and other communications with, the Limited Partners (including, without limitation, the preparation and distribution of any quarterly or other statements, any notices or requests for consent (whether required by a Client’s Governing Agreements or by applicable law) and any reports prepared upon the request of a Limited Partner, unless the cost of such report is borne by the requesting Limited Partner,

and including costs and expenses of software used for the preparation of financial statements and other reports), as well as costs of all governmental returns, reports and filings; governmental registration, filing and licensing costs and fees relating to a Client or a General Partner; all expenses associated with the formation and maintenance of investment subsidiaries and alternative investment vehicles; premiums for liability or other insurance to protect a Client, a General Partner, the Adviser, the partnership representative, the designated individual and any of their respective direct and indirect partners, members, stockholders, officers, directors, employees, agents or affiliates in connection with the activities of a Client; all costs and expenses incurred in relation to obtaining waivers, consents or approvals pursuant to a Client’s Governing Documents and all costs and expenses of, and/or incidental to, the preparation of amendments to a Client’s Governing Documents or constituent documents of any alternative investment vehicle or investment subsidiary; and costs and expenses attributable to investor related services, the administering and complying with side letters, the process of compiling compendiums of side letter provisions and tracking and implementing applicability in accordance with the “most favored nations” provisions contained in any side letters and any fund-compliance checklists and all other expenses properly chargeable to the activities of a Client. A Client’s expenses will not include costs or expenses incurred for the purpose of the Adviser, a General Partner or any affiliate thereof registering as an investment adviser under the Advisers Act, or any on-going compliance expenses related to maintaining any registration or exemption under the Advisers Act, but, for the avoidance of doubt, a Client’s expenses will expressly include costs and expenses in connection with any such regulatory requirements and compliance that are imposed as a result of the investment activities and financial operations of a Client (e.g., the cost of providing audited financial statements to Limited Partner or maintaining the assets of a Client with a qualified custodian).. From time to time a General Partner/the Adviser will be required to decide whether certain fees, costs and expenses should be borne by a Client or the Adviser, and/or whether certain fees, costs, and expenses should be allocated between or among Clients and/or other parties. To the extent not allocated to a portfolio company, fees and expenses are allocated to the Clients in accordance with the expense allocation policies and procedures (the “Expense Allocation Policy”) and are subject at all times to any specific allocation provisions set forth in a Client’s Governing Documents. To the extent that the Governing Documents do not specify the manner in which an investment related expense will be allocated, a General Partner will determine the appropriate allocation in accordance with its Expense Allocation Policy. A Client under certain circumstances, does incur expenses in connection with a potential investment that is expected to be made by a Fund along with one or more co-investors. As a general matter, a Fund will be obligated to pay all of its expenses in connection with an investment opportunity that is considered by a Client, even if the investment is not consummated, and even if potential co-investors do not pay any share of such expenses. To the extent provided in the Governing Documents, a General Partner is obligated to apportion expenses among the Clients affiliated with the General Partner. There may be no third party that has agreed to share expenses with a Fund if the co-investment is not consummated, with the result that a Fund may bear all of its expenses notwithstanding that third parties are expected to have benefitted from the opportunity to review, investigate and otherwise assess the potential co-investment. Generally, the Adviser does not maintain trading accounts and does not use “soft” dollars. Please refer to Item 12 below for more information. Neither the Adviser nor any of its supervised persons receives any compensation from the sale of securities or other investment products.

General Clients generally invest in hyper-growth companies with enduring customer relationships that sell to consumers and small- and medium-sized businesses. Left Lane’s investment strategy and approach can generally be summarized into four tenets: (i) deep domain specialization; (ii) institutional outbound sourcing model; (iii) consultative due diligence using raw customer data; and (iv) post-term sheet partnership and acceleration. There can be no assurance that a General Partner/the Adviser will achieve the investment objectives of any Client and a loss of investment is possible. The Governing Documents of each Client provide complete information on a Client’s investment strategy. Certain Risks Involved with an Investment in the Clients Generally An investment in a Client involves a high degree of risk, and is suitable only for sophisticated investors of substantial means who have no immediate need for liquidity of the amount invested, who can

afford a risk of loss of all or a substantial part of the amount invested, and who have the resources to properly evaluate such an investment. An investment in a Client is an investment in the ability of a General Partner and the Adviser to select appropriate investments on behalf of a Client rather than an investment in a specific portfolio of assets. Such risk factors are not meant to be an exhaustive listing of all potential risks associated with an investment in a Client. As a result of the possible occurrence of one or more of these risks, as well as other risks inherent in any investment, there can be no assurance that a Client will achieve its investment objective or otherwise be able to successfully carry out its investment program. Potential investors should consult with their investment advisors, attorneys and accountants prior to investing in a Client. General. All securities investments risk the loss of capital. No guarantee or representation is made that a Client will achieve its investment objective or avoid substantial losses. An investment in a Client is speculative and involves certain considerations and risk factors which prospective investors should consider before subscribing to a Client. Risks Associated with Portfolio Investments. Identifying and participating in attractive investment opportunities and assisting in the building of successful young/emerging enterprises is difficult. There is no assurance that a Client’s investments will be profitable and there is a substantial risk that a Client’s losses and expenses will exceed its income and gains. Any return on investment to the Limited Partners will depend upon successful investments made on behalf of a Client by a General Partner/the Adviser. There often will be little or no publicly available information regarding the status and prospects of portfolio companies. Many investment decisions by a General Partner/the Adviser will be dependent upon the ability of its members/partners and agents to obtain relevant information from non-public sources, and a General Partner/the Adviser often will be required to make decisions without complete information or in reliance upon information provided by third parties that is impossible or impracticable to verify. The marketability and value of each investment will depend upon many factors beyond a General Partner’s control. Typically, although an employee, partner or member of a General Partner or Adviser can serve on a portfolio company’s board of directors, each portfolio company will be managed by its own officers (who generally will not be affiliated with a Fund or a General Partner). A Client will generally hold minority positions in portfolio companies or acquire securities that are subordinated vis-à-vis other securities as to economic, management or other attributes. Portfolio companies can have substantial variations in operating results from period to period, face intense competition, and experience failures or substantial declines in value at any stage. Portfolio companies may need substantial additional capital to support growth or to achieve or maintain a competitive position. Such capital may not be available on attractive terms. A Client’s capital is limited and may not be adequate to protect a Client from dilution in multiple rounds of portfolio company financing. The public market for consumer, technology and other emerging growth companies is extremely volatile. Such volatility may adversely affect the development of portfolio companies, the ability of a Client to dispose of investments, and the value of investment securities on the date of sale or distribution by a Client. In particular, the receptiveness of the public market to initial public offerings by a Client’s portfolio companies may vary dramatically from period to period. An otherwise successful portfolio company may yield poor investment returns if it is unable to consummate an initial public offering at the proper time. Even if a portfolio company effects a successful public offering, a Client or the Limited Partners are, under certain circumstances, prevented from disposing of the portfolio company’s securities for a material period of time due to restrictions, such as a contractual “lock-up” or applicable law. Similarly, the receptiveness of potential acquirors to the portfolio companies will vary over time and, even if a portfolio company investment is disposed of via a merger, consolidation or similar transaction, a Client’s stock, security or other interests in the surviving entity may not be marketable. There can be no guarantee that any portfolio company investment will result in a liquidity event via public offering, merger, acquisition or otherwise, and there is a significant risk that some or all of a Client’s investments will yield little or no return. Generally, the investments made by any Client initially will be illiquid and difficult to value, and there will be little or no collateral to protect an investment once made. At the time of a Client’s investment, a portfolio

company may lack one or more key attributes (e.g., proven technology, appropriate patent protection, marketable product, complete management team, regulatory approvals or strategic alliances) necessary for success. Many or most of a Client’s portfolio companies will be dependent for their success upon the development, implementation, marketing and customer acceptance of new technologies that can be rendered obsolete or otherwise unattractive at any time. In some cases, the success of a Client’s portfolio companies will depend upon the development of business, technology or other “ecosystems” that may or may not reach critical mass during the relevant time period. In particular, there have been many examples of technology-related investments that failed to produce attractive returns simply because they were made too early in the development of such ecosystems, and there can be no assurance that a Client will make investments at the proper time to achieve its investment goals. Some portfolio companies may be reliant for their success upon regulatory approvals, while others may require changes to existing (or the development of new) regulatory regimes. Regulatory approvals and changed/new regulatory regimes may be costly, difficult or impossible to obtain (and, if obtained, may be forthcoming only after a very extended period of time). Investments into certain types of regulated portfolio companies may impose costly and burdensome regulatory obligations upon a Client. In most cases, investments will be long term in nature and may require many years from the date of initial investment before disposition. It is likely that a Client will still hold some illiquid securities at the time of its dissolution, with the result that such securities may be distributed in-kind or sold for a price that reflects their illiquid nature. Relative to mature companies, young/emerging companies often have not yet developed comprehensive legal, regulatory, financial audit/control and similar compliance capabilities. This will make it more difficult for a General Partner/Adviser to conduct diligence upon prospective portfolio companies and to monitor companies that have entered a Client’s portfolio. It enhances the risks that otherwise successful portfolio companies will experience adverse consequences due to unintended violations of legal, regulatory or similar obligations. It also enhances the risks that portfolio companies or a Client will experience adverse consequences due to intentional wrongdoing by portfolio company personnel or third parties. Unspecified Use of Proceeds. Limited Partners will not have an opportunity to evaluate for themselves the relevant economic, financial, and other information regarding the investments to be made by a Client and, accordingly, will be dependent upon the judgment and ability of a General Partner/Adviser in investing and managing the capital of a Client. No assurance can be given that any Client will be successful in obtaining suitable investments, or if investments are made, that the objectives of a Client will be achieved. Long-Term Investment. An investment in a Client is a long-term commitment and there is no assurance of any distribution to the Limited Partners. In particular, under certain circumstances, when selling or similarly disposing of portfolio securities, a Client (as a commercial matter) is required to undertake tax or other indemnification obligations with terms extending beyond the ordinary term of a Client, with the result that a Client may retain assets during an extended liquidation period to help ensure satisfaction of such obligations before a Client’s final termination. Limited Transferability of Interests; Withdrawals. The Governing Documents and applicable securities laws will impose substantial restrictions upon the transferability of Client interests. There is no public or other market for Client interests and it is not expected that such a market will develop. Withdrawal of Limited Partners from a Client generally will not be permitted, although the Governing Documents may specify certain circumstances under which a Limited Partner may be entitled, or required, to withdraw from a Client. A withdrawn Limited Partner may not be entitled to immediate payment for its interest in a Client. Any withdrawal of a Limited Partner may reduce the amount of Fund capital available for investment or other activities. Competition. The venture capital/private equity business is highly competitive, and has become more so in recent years due to a substantially increased flow of capital into venture capital/private equity funds and

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As described in Item 4 above, the Adviser provides investment advisory services to Clients, which are investment partnerships, or similar entities, which are exempt from registration under the Investment Company Act of 1940, as amended. The Investors participating in the Clients typically include sophisticated, qualified individuals, pension plans, funds of funds, family offices, other investment entities, university endowments, trusts, estates or charitable organizations or other corporations or business entities and from time to time, directly or indirectly, senior members or other employees of Left Lane. The minimum investment commitment required of an Investor to participate in a Client varies from Client to Client and is set forth in each Client’s Governing Documents. Under certain circumstances, such minimum investment amounts are decreased by the Adviser and the applicable General Partner in their discretion. The Governing Documents of each Client provide complete information on minimum investment requirements for participation in such Client.

A General Partner will generally receive a carried interest with respect to the Clients equal to 20% of all realized profits, as more fully described in the applicable Governing Documents of each Client.

Certain Clients are subject to a lower or no carried interest. The carried interest distributed to a General Partner is generally subject to a clawback obligation at the end of life of the Clients, and at certain interim intervals as provided in the applicable Governing Documents, if a General Partner has received excess cumulative distributions of carried interest. These payments are subject to Section 205(a)(1) of the Advisers Act, in accordance with the available exemptions thereunder, including the exemption set forth in Rule 2053. The Adviser generally has the authority to waive carried interest with respect to certain Investors as more fully in the relevant governing documents of each Client. The Adviser seeks to address the potential for conflicts of interest in these matters with allocation policies and/or practices that provide that transactions and investment opportunities will be allocated to the Clients in accordance with each Client’s investment guidelines and Governing Documents, as well as other factors that do not include the amount of carried interest allocable to a General Partner. The existence of carried interest and performance-based compensation has the potential to create an incentive for the Adviser or its supervised persons to make more speculative investments on behalf of a Client than it would otherwise make in the absence of such arrangement, although the Adviser generally considers performance-based compensation to better align its interests with those of its Clients and to be reasonable in light of the services to be rendered and customary practices in the private funds industry.

The Adviser is not registered, and does not have an application pending to register, as a brokerdealer or registered representative of a broker-dealer. Currently, no employees or members of the Adviser are registered representatives of a broker-dealer. Neither the Adviser nor any of its management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, commodity trading advisor, or an associated person of the foregoing entities. The General Partner for each Client is, and will be, affiliated with the Adviser, and the General Partner will typically receive the performance compensation described above in Item 5. For a description of material conflicts of interest created by the relationship between the Adviser and the General Partners, as well as a description of how such conflicts of interest are addressed, please see Item 11 below. The Adviser will not recommend or select other investment advisers for its Clients. The Adviser does not have business relationships with other advisers that create a material conflict of interest in relation to the Adviser’s Clients.

The Adviser has adopted a written Code of Ethics (the “Code”) designed to address and avoid potential conflicts of interest as required under Rule 204A-1 under the Advisers Act. The Code sets forth a standard of business conduct and compliance with federal securities laws by all of the Adviser’s employees. 1 The Code contains policies and procedures that are reasonably designed to ensure that all personal securities trading by employees of the Adviser is conducted in such a manner as to avoid any actual, potential or perceived conflicts of interest or abuse of an individual’s position of trust and responsibility. The Adviser prohibits personal trading on restricted securities without pre-clearance from the Adviser’s Chief Compliance Officer; requires pre-clearance of personal trades of an IPO, a new private placement, and other limited offerings; requires periodic reporting of employees’ personal securities transactions and holdings; and requires prompt internal reporting of Code violations. Personal securities 0F

Note to Left Lane: Please confirm whether this applicable to consultants as well.

transactions by employees who manage Client accounts are required to be conducted in a manner that prioritizes the Client’s interests in Client eligible investments. A copy of the Code will be provided to any Client or prospective Investor upon request. As part of its Code, the Adviser has established procedures reasonably designed to prevent the abuse of material, non-public information, which includes procedures for, among other things, the use and maintenance of restricted trading lists. Accordingly, should the Adviser or any of its affiliated persons come into possession of material non-public or other confidential information with respect to a public or non-public company, the Adviser generally would be prohibited from communicating such information to Clients, and the Adviser will have no responsibility or liability for failing to disclose such information to Clients as a result of following its policies and procedures designed to comply with applicable law. Similar restrictions can be applicable as a result of Adviser personnel serving as directors of public companies and could restrict trading on behalf of Clients. Without prior approval of the Advisory Committee, a Client will not be permitted to make an initial investment in a company in which the General Partner, the Principal or other members of the Adviser or the Adviser has a pre-existing direct ownership interest. Without prior approval of the Advisory Committee, the General Partner, the Principal and other members of the Adviser generally may not invest for their own account in the securities of any portfolio company (other than securities in any portfolio company that are not on a restricted trading list, traded on a public securities market and purchased in an open market transaction). Under certain circumstances, partners or affiliates of the General Partner may make venture capital/private equity investments separate and apart from, or alongside with, the Clients. As set forth in the Governing Documents, Left Lane personnel will be permitted to manage other investment funds and similar vehicles (including Co-Investment Vehicles) during a Client’s term. Additionally, partners, members or employees, as applicable, of the General Partner, the Advisor or their affiliates may receive directors’ fees or similar compensation from portfolio companies. In connection with sponsoring the Clients, the Adviser and certain affiliates have an economic interest in the Clients, the General Partners of the Clients, or both. The Principal, other members of the Adviser and employees of the Adviser and its affiliates will and could directly or indirectly own an interest in one or more Funds, including certain Co-Investment Vehicles. Such interests vary and can create an incentive to allocate particularly attractive investment opportunities to the Client in which such persons hold a greater interest. The existence of these varying circumstances presents conflicts of interest in determining how much, if any, of certain investment opportunities to offer to a Client. The Adviser has adopted written policies and procedures relating to the allocation of investment opportunities, which the Adviser uses to determine allocation decisions. The existence of multiple Clients advised by the Adviser necessarily creates a number of potential conflicts of interest. Situations can occur where a Client could be disadvantaged because of the investment activities conducted by the Adviser for other Clients. Left Lane will allocate investment opportunities in accordance with its written investment allocation policies and procedures, taking into account the applicable provisions of the Client’s Governing Documents. In certain circumstances, Co-Investment Vehicles invest in one or more of the same portfolio companies as a Fund. Co-investment opportunities may also be presented to certain affiliates of the Adviser, as well as third-party investors and other persons, and such co-investments may be effected through CoInvestment Vehicles or directly in a particular portfolio company. Such co-investment opportunities generally will be allocated in the manner described under Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss.”

Left Lane does not engage in cross trades on a regular basis. However, the Adviser could cause a Client to engage in an affiliated cross transaction with another Client if the Adviser believes such transaction would be consistent with its fiduciary obligations to each Client and in accordance with the Governing Documents.

The Adviser generally focuses on securities transactions of private companies and generally purchases and sells such companies through privately negotiated transactions. As a result, the Adviser does not regularly select or recommend broker-dealers for the purchase and sales of securities for the Clients, except as described below. From time to time, the Adviser could use or be called upon to use or select a broker to effect transactions in public securities resulting from, or in connection with a Client’s portfolio investments. In those instances, the Adviser or a General Partner has discretionary authority with respect to the selections or, and the commissions paid to, brokers. If the Adviser or a General Partner determines to engage a broker, the Adviser will select the broker with best execution considering the range and quality of its brokerage services, its execution capability, commission rate, financial responsibility, responsiveness, and the value of research provided, if any. The Adviser does not currently utilize soft dollar benefits.

From time to time, the Adviser could enter into arrangements with unaffiliated placement agents or third parties to introduce investors to a Client. Any fees payable to any such placement agents can be paid by a Client in accordance with the relevant Governing Documents and, if so paid by a Client, would be applied to offset the Management Fee in equal quarterly installments during the first four years in which the Management Fee is paid or other schedule set forth in the applicable Governing Documents of a Client. Due to these agreements the Adviser has with a placement agent, the placement agent has an incentive to recommend the Adviser, resulting in a material conflict of interest. These arrangements are in compliance with the new marketing rule, Rule 206(4)-1 of the Investment Advisers Act of 1940 (the “Advisers Act”) as of the effective date, November 4, 2022.

There is no disciplinary information to report.

The investments made by the Clients are generally private, illiquid and long-term in nature. Accordingly, the review process is not directed toward a short-term decision to dispose of securities held by a Client. The Adviser regularly monitors portfolio investments on behalf of the Clients. Portfolio investments are also reviewed in the context of each Client’s stated investment objectives, guidelines and restrictions as set forth in the Governing Documents of each such Client. Each Client will provide to each of its Limited Partners annual audited financial statements. On a quarterly basis, for the first three quarters of each year, Investors will receive unaudited summary financial information. In addition, each Investor will receive a Schedule K-1 annually and such other information reasonably requested by an Investor necessary for the completion of U.S. federal income tax returns. The Governing Documents of the relevant Client include further information on the reports provided by a particular Client to its investors.

The Adviser will not have physical possession of any client assets (other than certain privately offered securities to the extent permitted by the Advisers Act) and maintains custody of assets held in the name of the Clients with qualified custodians. Nevertheless, the Adviser will generally be deemed to have custody of the assets of the Clients as a result of its status as an affiliate of the General Partner of each Client. It is the Adviser’s policy to maintain custody of assets held in the name of any Client with qualified custodians. Additionally, each Client with assets over which the Adviser is deemed to have custody will be audited annually and distribute audited financial statements prepared in accordance with GAAP to Investors within 120 days of the applicable Client’s fiscal year end. In addition, upon the final liquidation of any Client, the Adviser will obtain a final audit and distribute audited financial statements prepared in accordance with GAAP with respect to such Client to all investors promptly after completion of the audit.

The Adviser has full discretionary authority with respect to investment decisions for the Clients. Investment advice is provided directly to the Clients, subject to the direction and control of the General Partner of each Client, and not individually to the Investors in the Clients. The Adviser contractually assumes this discretionary authority pursuant to the terms of the Governing Documents of each Client. The terms upon which the Adviser serves as an investment manager with respect to any Client are established at the time that such Client is formed and are set forth in such Client’s Governing Documents.

The Adviser’s investment strategy involves venture capital and private equity investments. As a result, the Adviser does not generally hold Client investments in public equity securities and therefore does not generally receive proxies on behalf of its Clients. However, should any Client hold public equity securities and receive proxies, the Adviser retains the right to vote such proxies on behalf of its Clients at its sole discretion. If a situation arises where the Adviser needs to exercise proxy voting, it will comply with its written policies and procedures governing the voting of client securities to ensure such proxies are voted in the best interests of its Clients. In the event the Adviser participates in proxy voting, the Adviser will keep record of its proxy voting policies and procedures, proxy statements received, votes cast, all related communications received, and internal documents created that were material to voting decisions and each request for proxy voting records and the Adviser’s response for the previous five years from the end of the fiscal year during which such record was made. Investors do not have the ability to direct proxy votes.

The Adviser does not require the prepayment of Management Fees six months or more in advance, nor does it have any other events requiring disclosure under this item of this Brochure.