Private company
SRP CAPITAL ADVISORS, LLC
American company, incorporated in Delaware. Summary from the record
Last updated Oct 21, 2026.
Overview
- HeadquartersDE1
Corporate structure
SRP CAPITAL ADVISORS, LLC is part of a group headed by Stronghold Investment. 4 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of SRP CAPITAL ADVISORS, LLC
- William Tudor Fennebresque Owns 75% or more of Pinewood Bf, LLC, since 05/2022 (Form ADV)
- Ryan Andrew Turner Owns control (general partner, trustee or manager) of Ryan A. Turner Revocable Trust, since 06/2015 (Form ADV)
- Tfsi, LP Owns 75% or more of Nottingham Rt, LLC, since 05/2022 (Form ADV)
- Ryan A. Turner Revocable Trust Owns 50% to 75% of Tfsi, LP, since 08/2017 (Form ADV)
- Tfsi Gp, LLC Owns control (general partner, trustee or manager) of Tfsi, LP, since 08/2017 (Form ADV)
- Sim Imh Gp, LLC Owns control (general partner, trustee or manager) of Sim Imh II, LP, since 08/2022 (Form ADV)
- Sim Imh Intermediate I, LP Owns 75% or more of Stronghold Investment Partner Management Holdings, LP, since 08/2022 (Form ADV)
- Pinewood Bf, LLC Owns 50% to 75% of Sim Imh Intermediate I, LP Partner, since 08/2022 (Form ADV)
- Nottingham Rt, LLC Owns 50% to 75% of Sim Imh Intermediate I, LP Partner, since 08/2022 (Form ADV)
- Stronghold Investment
- Sim Imh II, LP
- SRP CAPITAL ADVISORS, LLC DE
- PHX MINERALS INC. Stake · Fort Worth, Texas, United States
- SRP CAPITAL ADVISORS, LLC DE
- Sim Imh II, LP
Built from major holders from Schedules 13D and 13G; stakes of 5% or more it reported on Schedules 13D and 13G (1 companies); owners and owned firms from Form ADV, the registration investment advisers file with the SEC. Each entity in the chart links to its source.
Investment adviser
SRP CAPITAL ADVISORS, LLC is registered with the SEC as an investment adviser. This is what it reports on Form ADV, the registration every adviser files and keeps current.
- Assets it manages$246.5M2 7 accounts, all with discretion
- Employees45 11 in investment advice or research
- ClientsPooled investment vehicles (other than investment companies and: 7 ($246.5M)
- How it is paidA percentage of assets under its management; Performance-based fees
- What it doesPortfolio management for pooled investment vehicles (other than investment companies)
- Holds client assetsNo
- RegistrationSEC 801-113112, CRD 289466 IAPD record
Who owns it
Owners of 5% or more as the firm lists them (Schedule A), and the owners of those owners up the chain (Schedule B).
- SIM IMH II, LPowns 75% or more, since 08/2022
- RYAN A. TURNER REVOCABLE TRUSTowns general partner, trustee or manager of TFSI GP, LLC, since 08/2017
- SIM IMH GP, LLCowns general partner, trustee or manager of SIM IMH II, LP, since 08/2022
- SIM IMH GP, LLCowns general partner, trustee or manager of STRONGHOLD INVESTMENT PARTNER MANAGEMENT HOLDINGS, LP, since 08/2022
- TFSI GP, LLCowns general partner, trustee or manager of TFSI, LP, since 08/2017
- Ryan Andrew Turnerowns general partner, trustee or manager of RYAN A. TURNER REVOCABLE TRUST, since 06/2015
- Charles Henry Cogdell Vowns 75% or more of QUINVESTMENTS, LLC, since 11/2025
- William Tudor Fennebresqueowns 75% or more of PINEWOOD BF, LLC, since 05/2022
- NOTTINGHAM RT, LLCowns 75% or more of SIM IMH GP, LLC, since 08/2022
- SIM IMH INTERMEDIATE I, LPowns 75% or more of STRONGHOLD INVESTMENT PARTNER MANAGEMENT HOLDINGS, LP, since 08/2022
- STRONGHOLD INVESTMENTowns 75% or more of SIM IMH II, LP, since 08/2022
- TFSI, LPowns 75% or more of NOTTINGHAM RT, LLC, since 05/2022
- NOTTINGHAM RT, LLCowns 50% to 75% of SIM IMH INTERMEDIATE I, LP PARTNER, since 08/2022
- PINEWOOD BF, LLCowns 50% to 75% of SIM IMH INTERMEDIATE I, LP PARTNER, since 08/2022
- RYAN A. TURNER REVOCABLE TRUSTowns 50% to 75% of TFSI, LP, since 08/2017
- QUINVESTMENTS, LLCowns 25% to 50% of SIM IMH INTERMEDIATE I, LP PARTNER, since 11/2025
Disciplinary record
The 1 record concern STRONGHOLD RESOURCE (1), which reports the details on its own Form ADV.
In its own words: the client brochure
Form ADV Part 2A, the plain-English document an adviser must give its clients, quoted as filed 3/31/2026.3 It covers the firm’s services, fees, investment strategies and their risks, and its conflicts of interest.
Item 4: Advisory business Services
Firm Overview SRP Capital Advisors, LLC (“Stronghold”) is a Delaware limited liability company and investment adviser established in 2017. Stronghold provides or may provide investment management and advisory services to private investment funds, single investor vehicles, separately managed accounts, co-investment entities and other advisory clients (collectively referred to as “Clients”) that invest in debt, equity and other securities in the natural resources industry (“Portfolio Investments”). Stronghold may solicit co-investors to participate in investment opportunities or create co-investment entities (together referred to as “CoInvestors”) to make co-investments alongside Clients or Funds (as defined below). Co-Investors may or may not be deemed to be Clients, depending on the facts and circumstances. Types of Advisory Services Stronghold or affiliated investment managers of Stronghold currently serve as investment advisers to SRP Opportunities II, LP, a Delaware limited partnership (“SRPO-II”); SRPO-II Partners I, LP (“SRPO-II Partners”), a Delaware limited partnership; Stronghold Targeted Operator Minerals Partners II, LP (“STOMP II”), a Delaware limited partnership; Yukon Co-Investment Partners, LP (“Yukon”), a Delaware limited partnership; Junction Resource Partners, LP (“Junction”), a Delaware limited partnership; SRP Ventures 2019, LP (“Ventures 2019”), a Delaware limited partnership; and SRP Opportunities III, LP (“SRPO-III”), a Delaware limited partnership (each a “Fund”, and together, the “Funds”). SRP Opportunities II GP, LP, a Delaware limited partnership, is the general partner of SRPO-II; SRPO-II Partners I GP, LP, a Delaware limited partnership, is the general partner of SRPO-II Partners; STOMP II GP, LP, a Delaware limited partnership, is the general partner of STOMP II; Yukon CIP GP, LP, a Delaware limited partnership, is the general partner of Yukon; JRP GP, LP, a Delaware limited partnership, is the general partner of Junction; SRP Ventures 2019 GP, LLC, a Delaware limited liability company, is the general partner of Ventures 2019; and SRP Opportunities III GP, LP, a Delaware limited partnership, is the general partner of SRPO-III (each a “General Partner”, and together, the “General Partners”). SRPO-II Manager, LP, a Delaware limited partnership, is the management company to SRPO-II and SRPO-II Partners; STOMP II Manager, LLC, a Delaware limited liability company, is the management company of STOMP II; Yukon CIP Manager, LLC, a Delaware limited liability company, is the management company of Yukon; JRP Manager, LLC, a Delaware limited liability company, is the management company of Junction; SRP Ventures 2019 Manager, LLC, a Delaware limited liability company, is the management company of Ventures 2019; and SRP Opportunities III Manager, LLC, a Delaware limited liability company, is the investment management company of SRPO-III (each an “Investment Manager” and together the “Investment Managers”). Stronghold and the Investment Managers are together filing a single umbrella registration with the Securities and Exchange Commission (“SEC”), and each of the Investment Managers (each a “relying adviser”) is listed on Schedule R of Stronghold’s Form ADV Part 1. Each Investment Manager is a subsidiary of SRP IM Holdings, LLC. SRP IM Holdings, LLC, together with its affiliates, is referred to as the “Management Company”. Principal Owners Stronghold, the General Partners, and the Investment Managers are, directly or ultimately, primarily owned and controlled by Ryan A. Turner (the “Managing Partner”). For more information regarding the ownership of Stronghold, please see Schedules A and B of Part 1 of Form ADV. Investment Mandates Stronghold provides or will provide investment advice to Clients and manages Funds or Client accounts in accordance with the investment objectives, strategies, guidelines, restrictions and limitations set forth in the
applicable confidential offering memorandum, limited partnership agreement, organizational and governing documents, investment management agreements, advisory agreements and/or other related documents (collectively, the “Governing Documents”). The information in this Brochure is qualified in its entirety by the information set forth in such documents. Investors generally are not permitted to impose restrictions or limitations on the management of the Funds managed by Stronghold. Stronghold or an affiliate thereof has and may enter into side letter agreements or arrangements with one or more investors in the Funds it manages that have the effect of establishing rights under, or altering, modifying, waiving or supplementing the terms of, the Governing Documents of the applicable Fund in respect of such investors. Among other things, these agreements entitle or may entitle an investor in a Fund or other client to lower fees, information or transparency rights, most favored nations’ status, notification rights or other preferential rights and terms. Information about each Fund and other advisory clients is set forth in their Governing Documents, which, with respect to Funds, are available to current and eligible prospective investors through Stronghold. Wrap Fee Programs Stronghold does not participate in or sponsor wrap fee programs. Regulatory Assets Under Management As of December 31, 2025, Stronghold had $246,500,134 in regulatory assets under management, all of which are managed under discretionary authority.
Item 5: Fees and compensation Fees
Stronghold does not have a standard fee schedule but may earn a management fee based on capital commitments, capital contributions or invested capital (“Management Fee” or “Acquisition Fee”) for each Fund or Client. Pursuant to Fund or Client Governing Documents, Stronghold or its affiliates may on occasion receive certain additional fees with respect to Portfolio Investments or transactions. Management Fees may be offset by a percentage of such fees received by the Investment Manager or its affiliates or other expenses incurred. In addition to Management Fees, the General Partner or an affiliate will generally receive a performance allocation (“Carried Interest”) based on net profits after Clients or Fund investors have received a return of capital and preferred return, as outlined in relevant Governing Documents. Fee arrangements and any offset provisions are established in the Governing Documents for each Fund or Client. The Management Fee and Carried Interest provisions for Funds currently managed by Stronghold are described below. Please refer to the Governing Documents of each Fund for more detailed fee and expense provisions. Fees may differ across the Funds or Client accounts managed or advised by Stronghold. Such variability may be driven by the size of the total mandate, investment strategy and investment horizon among other factors. Stronghold may, in its discretion and from time to time, elect to waive, in whole or in part, reduce or calculate differently, the Management Fee or Carried Interest with respect to any Client or investor. Certain Clients or Fund investors may negotiate different fee arrangements in a side letter or other agreement with Stronghold or an affiliate thereof. All fees, costs and expenses and the reimbursement of those expenses will be explicitly disclosed in partnership agreements, advisory agreements or other Governing Documents of the Fund. Management Fees The General Partner or Investment Manager may, in its sole discretion, waive or reduce an investor’s Management Fee.
SRPO-II, SRPO-II Partners and SRPO-III For the period from the initial closing date until the end of the investment period, the Investment Manager shall be paid a Management Fee for each three–month period calculated with respect to such investor at a rate equal to the product of (i) 2% per annum and (ii) the capital commitment of such investor. Thereafter, the Investment Manager shall be paid a management fee for each three–month period calculated with respect to each investor at a rate equal to the product of (x) 2% per annum and (y) the actively invested capital of such investor as of the beginning of such three–month period. The Management Fee is payable in advance on a quarterly basis. Ventures 2019 The Investment Manager shall be paid a Management Fee for each three–month period calculated with respect to such investor at a rate equal to the product of (i) 2% per annum and (ii) the greater of (a) the capital commitment of such investor or (b) the actively invested capital of such investor. The Management Fee is payable in advance on a quarterly basis. STOMP II The Investment Manager shall be paid a one-time Acquisition Fee equal to the product of (i) 2.5% and (ii) the amount paid for the Portfolio Investment in connection with the acquisition thereof. The Acquisition Fee is payable at the time of the transaction. Yukon Yukon does not pay a Management Fee. Junction The Investment Manager shall be paid a Management Fee for each three–month period calculated with respect to such investor at a rate equal to the product of (i) 2% per annum and (ii) the greater of (a) the capital commitment of such investor or (b) the actively invested capital of such investor. The Management Fee is payable in advance on a quarterly basis. The Investment Manager shall be paid a one-time Acquisition Fee equal to the product of (i) 2.5% and (ii) the amount paid for the Portfolio Investment in connection with the acquisition thereof. The Acquisition Fee is payable at the time of the transaction. Management Fee Offsets SRPO-II, SRPO-II Partners, SRPO-III, Ventures 2019, and Junction The Fund shall pay or reimburse the General Partner, the Investment Manager or its affiliates for (x) legal and other organizational and offering expenses of the Fund and the Fund-related entities, other than organizational expenses of the Investment Manager (refer to definition in the Expenses section below), and (y) all Placement Fees (refer to definition in the Expenses section below). Organizational Expenses in excess of such amount set forth in the relevant Fund Governing Documents, as applicable, and Placement Fees shall reduce the Management Fee otherwise payable by an identical amount. Organizational Expenses shall include fees and expenses of counsel to, accountants for and agents of the Fund, the General Partner and the Investment Manager, reasonable travel expenses of personnel of the General Partner and its advisors, and other expenses, in each case, incurred in connection with the formation of the Fund and the
Fund-related entities, the preparation of the Governing Documents, compliance with applicable laws or regulations and the offering of Fund interests (other than Placement Fees). All transaction fees shall be payable to and be income of the Investment Manager or a designated affiliate. All Placement Fees and Organizational Expenses shall be paid by the Fund. An amount equal to the sum of (i) 100% of all transaction fees (ii) 100% of all Placement Fees and all excess Organizational Expenses shall reduce the Management Fees on the date of, or in the periods following, payment of such fees. STOMP II and Junction There are no applicable Acquisition Fee offsets. Carried Interest Subject to the terms and conditions set forth in each Fund’s Governing Documents, the General Partner will be entitled to receive an incentive distribution or “Carried Interest” with respect to each Fund, up to 20% of profits from portfolio company investments, after the return of all capital contributions, allocable fees and expenses, and the satisfaction of a preferred rate of return, between 8% and 12% per annum Certain investors have and may negotiate different terms or provisions with respect to their Carried Interest and the General Partner or Investment Manager may elect to waive all or any portion of any future Carried Interest otherwise payable with respect to any investor. Principals, employees of Stronghold, agents or other affiliates may receive a portion of the carried interest allocation or other compensation received by the General Partner or Investment Manager. Distributions will be subject to appropriate reserves for Fund expenses and contingent liabilities, and Carried Interest may be subject to clawback upon the final liquidation of a Fund, to the extent that the amounts previously distributed to the General Partner exceed the aggregate amount due to the General Partner on a cumulative basis over the life of such Fund. Expenses The below is a general description of fees and expenses for each Fund; however, each Fund has differences with respect to fees and expenses to which it is subject. Accordingly, refer to each Fund’s Governing Documents for a full description of fees and expenses. The Funds shall pay or reimburse any and all expenses, costs and liabilities incurred to conduct their business in accordance with the Funds’ Governing Documents (refer to sections below, Organizational Expenses and Placement Fees, Investment and Partnership Expenses and Related Party Expenses). Expenses may be incurred by a Fund, a Portfolio Investment of a Fund, the General Partner, the Fund’s Investment Manager, the Management Company or their affiliates. The General Partner, the Fund’s Investment Manager, the Management Company and their affiliates, as applicable, shall pay, without reimbursement by the Funds, all of their own overhead and administrative expenses as defined in the Fund’s Governing Documents.
Organizational Expenses and Placement Fees. The Fund shall pay or reimburse: (i)
(ii)
all costs, fees and expenses (including travel (including, air travel, car or ride sharing services, and other modes of transportation), lodging, meals, entertainment, printing, mailing, courier, legal, capital raising, accounting, regulatory compliance (including the initial and/or preliminary registrations, filings and compliance contemplated by AIFMD), and any administrative or other filings) incurred in connection with the structuring, organization, funding and start-up of the Fund, the General Partner, subsidiary or affiliate entity, and any affiliated management entity or manager thereof, including the preparation of, and negotiations with respect to, the Fund’s private placement memorandum and supplements thereto, presentations, marketing materials, the Fund’s limited partnership agreement (“LPA”), subscription documents, any side letters, or similar agreements and any other agreements and out-of-pocket costs and expenses incurred by placement agents, finders or other persons performing similar services in connection with the fundraise that are paid or reimbursed by the Fund, its subsidiary or affiliate entities, but not including any costs or expenses incurred in connection with the most-favored nations process or placement fees (“Organizational Expenses”); and any private placement or finders’ fees paid by the Fund to placement agents, finders or other third-parties performing similar services in connection with the organization or funding of the Fund, its subsidiaries and affiliate entities, and if any such fees are deferred, the interest on such deferred fees (but not including any out-of-pocket costs and expenses) (“Placement Fees”). Placement Fees shall reduce the Management Fee otherwise payable by an identical amount.
Investment and Partnership Expenses. On an ongoing basis, the Funds and Portfolio Investments shall pay, or reimburse (expenses may be incurred by the Investment Manager or its affiliates and reimbursed by a Fund or Portfolio Investment as Related Party Expenses), as applicable, all fees, costs, expenses, liabilities and obligations relating to: (i) (ii)
(iii) (iv)
allocation of ordinary administrative and overhead expenses incurred in operating the Investment Manager, including all costs and expenses on account of rent, supplies, postage and delivery, equipment, furniture, salaries, wages, bonuses and other employee benefits; activities with respect to identifying and sourcing investments and developing an investment pipeline, carrying, management, structuring, seeking, organizing, negotiating, acquiring, consummating, evaluating, studying, diligencing (including developing, licensing, implementing, maintaining or upgrading any information technology systems (including any engineering, land, seismic, geophysical or geological reporting tools, databases, hardware or software (including any subscriptions to any periodicals or databases or research services))), financing, bidding-on, refinancing, hedging, holding, managing, owning, monitoring, operating, valuing, trading, dissolving, winding-up, liquidating, restructuring, taking public or private, selling or otherwise disposing of, as applicable, actual and potential investments whether or not any contemplated transaction or project is consummated and whether or not such activities are successful; broker, dealer, finder, underwriting, brokerage, sale, custodial, depository, reverse breakup, termination and other similar fees; legal, accounting, research, auditing, administration (including fees and expenses associated with compliance with any anti-money laundering laws and regulations and any third-party administrator and administration, tracking or reporting software, if any), information, appraisal, advisory, valuation (including third-party valuations, appraisals or pricing services as well as costs related to the establishment or maintenance of such other services), research, consulting (including consulting, advisory and retainer fees, salary,
(v)
(vi)
(vii)
(viii) (ix) (x) (xi)
(xii)
(xiii)
(xiv)
(xv)
Item 8: Methods of analysis, investment strategies and risk of loss Investment strategies and risks
Stronghold’s investment activities are overseen by the Investment Committee. Following is a summary of the investment strategies and material risks that may be associated with the investment activities applicable to Stronghold’s clients. Investors and potential investors in Funds are encouraged to review the applicable Governing Documents for the Fund in which they are considering investing for a more comprehensive discussion of the investment program and material risks that may be associated with investing in that Fund. METHODS OF ANALYSIS AND INVESTMENT STRATEGIES Stronghold’s approach to niche lower to middle-market private equity investing is technically-driven at the Investment Manager/General Partner level. Stronghold’s investment strategy stands in contrast to other
natural resource investors that make longer duration bets on commodity assets and management teams, which are both subject to high levels of volatility and predicated on fortuitous exits (through strategic sales or capital markets monetizations). This “crowded trade” of “build-ups and buy-outs” is pursued by dozens of energy and resources investment managers. Instead, Stronghold seeks to create “visible” rates of return in core sectors of the North American resources ecosystem through custom structures designed to capture arbitrages, develop projects and invest in special situations. Stronghold maintains a disciplined approach through each of the sourcing and evaluating phases of the investment process. Stronghold seeks to ensure that each potential transaction meets the Funds’ investment criteria and is designed to deliver optimal risk-adjusted returns. Further, Stronghold believes that the rigorous application of a standardized, data-driven, and software-assisted investment process differentiates Stronghold from its competitors. The Stronghold investment process has three stages:
Sourcing: Stronghold leverages an extensive network created through its seasoned technical team and from its Managing Partner to source attractive middle-market deals conducive to Stronghold’s strategy.
Evaluation: Stronghold technically underwrites every transaction, both on a technical and financial basis, utilizing its aligned and experienced team.
Monitoring and Realization: By creating visible rates of return with investments that have embedded cash flow sweeps and realization mechanism, Stronghold believes it will be able to avoid reliance on strategic exits and recapitalizations while quantitatively forecasting and testing its realization assumptions against a variety of scenarios.
CERTAIN RISK FACTORS There can be no assurance that investors in the Funds established by Stronghold or other client accounts managed or advised by Stronghold will achieve their investment objectives or that investments will be profitable. Stronghold’s investment strategies involve or may involve a substantial degree of risk, including risk of complete loss. Nothing in this Brochure is intended to imply, and no one is or will be authorized to represent, that the investment strategies of the Stronghold client accounts, including Funds established by Stronghold, are low risk or risk free. These investment strategies are appropriate only for sophisticated persons who fully understand and are capable of bearing the risks of investment. Investing in securities involves risk of loss that clients should be prepared to bear. Prospective clients and investors should consider the following risks, among others, before making any investment decisions. The various risks outlined below are not the only risks associated with the investment strategies and processes of Stronghold and will not necessarily apply to each client or investor. Fund investors are urged to consult with their own independent financial, legal and tax advisors before making any investment decisions. The following risks are qualified in their entirety by the risks set forth in the applicable Governing Documents. General Risks Availability of Investment Opportunities. Identification and exploitation of many or all of the trading strategies Stronghold deploys and may deploy on behalf of the Funds involve a high degree of uncertainty. There can be no assurances that the Investment Manager will be able to identify and/or successfully take advantage of suitable investment opportunities for the Funds’ capital, which may potentially reduce the Funds’ return due to excess capital or lead to (possibly material) losses due to changes in the Funds’ risk parameters in order to deploy capital. The Investment Manager may rely on market participants to inform it of particular trading opportunities. The failure of market participants to provide such information, the Investment Manager’s good faith reliance on such information by market participants and other factors may also reduce returns, or even cause (possibly material) losses of the Funds.
Competitive Marketplace. The Funds operate in a highly competitive market for investment opportunities. The Funds will compete with various other investors—including other public and private funds, commercial and investment banks and commercial finance companies. Many competitors are substantially larger and have considerably more financial and other resources. Other funds may have investment objectives similar to the Funds, which may create competition for investment opportunities. Certain competitors may have access to funding sources that are not available to the Funds as well as lower cost of funds and may have higher risk tolerances or different risk assessments, which could allow them to consider a broader variety of investments and establish more relationships. This competition could impair the Funds’ business, financial condition, and results of operations. As a result of this competition, the Funds may not be able to take advantage of attractive investment opportunities. Availability of Credit and Indebtedness. The Funds’ assets, including any investments made by the Funds and any capital held by the Funds, may be available to satisfy all liabilities and other obligations of the Funds. If a Fund or a Portfolio Investment defaults on secured indebtedness, for example, the lender may foreclose, and the Fund could lose its entire investment in the security for such loan. If a Fund itself becomes subject to a liability, parties seeking to have the liability satisfied may have recourse to the Fund’s assets and will not be limited to any particular asset, such as the investment giving rise to the liability. In addition, there can be no guarantee that (i) debt facilities will be available at commercially attractive rates throughout the term of the Fund or when due for refinancing, and accordingly the Fund or the applicable Portfolio Investment may be exposed to less favorable terms or rates upon a refinancing, or (ii) any facilities negotiated will be fully utilized. Borrowings may be secured by assignment of the obligations of the investors to make capital contributions to the Fund and a security interest in investments. This may limit the investors’ ability to use their interests in the Fund as collateral for other indebtedness. The investors will not be personally liable for the Funds’ obligations under any borrowing arrangements. However, the inability of the Funds to repay borrowings under a credit facility secured by the commitments of investors could enable a lender to take action against any investor to the extent of its unfunded commitment in the Funds. Contingency Reserves. The Funds’ General Partners, at any time in their sole discretion, may establish reserves for contingencies (including general reserves for unspecified contingencies) in accordance with the applicable partnership agreement. The establishment of such reserves will not insulate any portion of a Fund’s assets from being at risk, and such assets may still be traded by the Fund. A pro rata portion of any reserve may be withheld from distributions to the Fund’s partners. Limited Diversification; Concentration. There can be no assurance that an investment in the Funds would improve the risk and return profile of any investor’s portfolio or otherwise improve the performance of the investor’s overall portfolio, and any investment in a Fund may in fact result in significant losses. The Funds’ overall portfolio of securities or instruments will not represent a broad diversification of investments among particular issuers, issues, companies, countries, industries, exchanges, counterparties, strategies, types of investments, or other shared characteristics. In general, a less diversified portfolio will tend to expose the investors to greater volatility and risk than would be the case with a more broadly diversified portfolio. In addition, the Funds’ portfolio will be concentrated in particular issuers, issues, companies, countries, industries, exchanges, counterparties, strategies, and types of investments in the energy and natural resource sectors, without any limitation other than applicable law or regulation (if any). Such concentration will magnify the effect that the realization of the risks associated with investments would have on the Funds’ portfolios.
Accuracy of Public Information. The Investment Manager may select investments for the Funds based, in part, on information and data filed by issuers with various government regulators or made directly available to the Investment Manager by the issuers or through other sources. The Investment Manager evaluates all such information and data, seeking independent corroboration only when it considers it appropriate and when it is reasonably available. However, the Investment Manager cannot confirm the completeness, genuineness or accuracy of such information and data. Moreover, in some cases, complete and accurate information is unavailable. If information is inaccurate, investments may not perform as expected. General Economic Conditions. General economic conditions may affect the Funds’ activities. Interest rates, inflation and general levels of economic activity may affect the value and number of investments made by the Funds or considered for prospective investment. Current Market Conditions and Governmental Actions. In recent years, world financial markets have experienced extraordinary market conditions, including, among other things, extreme losses and volatility in securities markets, supply chain disruptions, sanctions, tariffs, and trade barriers, and the failure of credit markets to function.. The U.S. government and securities regulators of many other jurisdictions continue to consider and implement measures that affect U.S. and global financial markets. However, global financial markets remain extremely volatile. It is uncertain whether regulatory actions will be able to prevent further losses and volatility in securities markets or stimulate the credit markets. The Funds may be adversely affected by the foregoing events, or by similar or other events in the future. In the longer term, there may be significant new regulations that could limit the Funds’ activities and investment opportunities or change the functioning of the capital markets, and there is the possibility of a severe worldwide economic downturn. Consequently, the Funds may not be capable of, or successful at, preserving the value of their assets, generating positive returns or effectively managing risks. Political Uncertainty. As a result of the lingering effects of the global financial crisis and the limited global recovery, the rise of populist political parties and economic nationalist sentiments have led to increasing political uncertainty and unpredictability throughout the world. Among the attendant risks are greater regulatory uncertainty, for example, regarding the posture of governments with respect to taxation and international trade and law enforcement. Also, there is greater likelihood that individual market participants or specific categories of market participants may be singled out and subjected to various forms of coercion for reasons of political expediency. Finally, in this environment, there is a heightened likelihood of changes in law. Any of the foregoing may adversely affect the Funds. Regulation of Private Funds. Legal, tax and regulatory changes may occur during the existence of the Funds that may adversely affect the Funds. The legal, tax and regulatory environment for the entire financial industry and private funds is evolving, and regulatory changes may adversely affect the value of investments held by the Funds, the ability of the Funds to obtain leverage at a rate or on terms acceptable to the Funds, the cost of doing business, and the investment strategies of the Funds and their implementation. In addition, the securities and futures markets are subject to comprehensive statutes, regulations, and margin requirements. The SEC, the Commodity Futures Trading Commission, other regulators and self-regulatory organizations and exchanges are authorized to take extraordinary actions in the event of market emergencies and retain the right to suspend or limit trading in securities, swaps or futures, which may have an adverse impact on the Funds. The effect of any future regulatory change on the Funds may adversely affect the value of assets held by the Funds and the ability of the Funds to pursue its investment strategies and such effect may be substantial. Regulatory Compliance. Investment activities of the Fund may result in reporting and compliance obligations under the applicable regulations of the United States and other jurisdictions. The costs of compliance will be borne by the Funds. Moreover, investments by the Funds are or may become subject to regulation by various governmental agencies. New and existing regulations, changing regulatory schemes, and the burdens of regulatory compliance all may have a material negative impact on the performance of
Item 7: Types of clients
As noted in Item 4 above, Stronghold’s Clients include or may include the Funds as well as single investor vehicles, separately managed accounts, and Co-Investors. Potential Clients and Fund investors include, but are not limited to:
Public pension plans Corporate pension plans Endowments Foundations Financial service companies or banks Charitable organizations High net worth individuals Taft-Hartley plans Insurance companies Sovereign wealth plans Corporations Governments or government agencies Family offices
Investors in Funds will primarily consist of institutional investors and high net worth individuals and related investment entities that are “accredited investors,” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), and “qualified purchasers” as such term is defined in Section 2(a)(51)(A) of the Investment Company Act of 1940 as amended (or knowledgeable employees of Stronghold). The minimum investment amount in a Fund is disclosed in the Governing Documents; however, the minimum investment which, for example, was generally $1 million SRPO-II, is subject to reduction or waiver in Stronghold’s discretion, and Stronghold or its affiliates may permit investments of a smaller amount or with respect to any investor.
Item 6: Performance-based fees and side-by-side management Conflicts of interest
As noted under Item 5 above, Stronghold and/or its affiliates are entitled to receive Carried Interest distributions or other incentive-based compensation with respect to the Funds and may be entitled to receive Carried Interest distributions or other incentive-based compensation with respect to other advisory Clients in the future (subject to the terms and conditions set forth in the applicable Governing Documents). Stronghold’s receipt of performance-based fees raises certain conflicts of interest which are described below. Investment Selection. Carried Interest distributions and other performance-based compensation could motivate Stronghold and its affiliates to make investment decisions that are riskier or more speculative than would be the case if these arrangements were not in effect. The method of calculating the Carried Interest or other performance-based compensation may result in conflicts of interest with respect to the management and disposition of investments, including the sequence of dispositions. Stronghold attempts to mitigate conflicts of interest associated with Carried Interest distributions through one or more of the following: (i) the payment of performance fees or Carried Interest on realized profits; (ii) the requirement that invested capital, a preferred return and certain expenses be returned to investors before an affiliate is entitled to receive Carried Interest distributions; (iii) the requirement that Stronghold and/or its affiliates have a capital commitment to the applicable Fund(s) managed by Stronghold; and (iv) a potential clawback/giveback obligation of Stronghold or an affiliate upon liquidation of the applicable Fund (and related escrow account, if applicable). Side-by-Side Management. Different Stronghold-managed Funds have different performance-based fee arrangements. Such differences could incent Stronghold to favor one client over another in its investment allocations or manipulate the sequence of dispositions. Stronghold believes that these potential conflicts of interest are mitigated to a certain extent by its investment allocation policy and the investment objectives and mandates of each Fund as disclosed in the applicable Governing Documents. Moreover, these potential conflicts are also mitigated to a certain extent by the fact that Stronghold-related persons have and will invest alongside its investors in the Funds and thus have a shared interest with investors in maximizing other investor returns.
Stronghold seeks to ensure that there are clear boundaries between the investment criteria of pooled investment vehicles that it manages. Principals, employees of Stronghold, agents and affiliates may be compensated to some extent based upon investment profits for which they are responsible and, accordingly, may face the same potential conflicts. Stronghold attempts to address known material conflicts of interest through full and fair disclosure in applicable Governing Documents and this Brochure.
Item 10: Other financial industry activities and affiliations Conflicts of interest
Stronghold Affiliated Entities Stronghold is affiliated with the General Partners, the Investment Managers, and the Management Company. Stronghold or its affiliates may establish one or more funds or investment vehicles, including parallel funds or feeder funds, or one or more alternative investment vehicles for clients or for the purpose of structuring particular investments. Any such investment vehicles, as well as the General Partner or managing member to or of such entity, may be an affiliate of Stronghold. Personal and Family Investment Activities Certain Principals and affiliates of Stronghold hold and may hold direct and/or indirect personal or family investments in various entities, companies, investments and assets/properties, including Funds established by Stronghold or other clients managed or sponsored by Stronghold and other entities, and may serve or may serve on boards of directors, investment committees and advisory boards for such companies or entities. Employees are subject to Stronghold’s Code of Ethics and Insider Trading Policy, which govern, among other things, personal trading activities, business activities outside Stronghold, handling of material non-public information obtained either through Stronghold or activities outside Stronghold and the conflicts of interests related to the aforementioned activities. See Item 11. In addition, the LPAB of each Fund, if applicable according to the Governing Documents, serves to, among other things, approve or disapprove any actual and material conflict of interest involving these Funds, their General Partner or affiliates. Please refer to Item 12 under Principal & Related Party Transactions for a summary of LPAB functions. Other Activities Principals or employees of Stronghold serve or may serve on boards of directors, investment committees and advisory boards for certain other companies or businesses, to the extent permitted and approved under Stronghold’s Code of Ethics. Supervised persons must obtain prior approval from the Chief Compliance Officer with respect to outside activities. Subject to the Key Person Event provisions of the Fund Governing Documents, supervised persons are expected to devote their full professional time and efforts to the business of Stronghold and its affiliates and use reasonable efforts to avoid activities that could present actual or perceived conflicts of interest. Other Registrations Neither Stronghold nor any of its affiliates or related persons is registered, or has an application pending to register as a securities broker-dealer, a registered representative of a broker-dealer, a futures commission merchant, commodity pool operator or commodity trading advisor.
Item 11: Code of ethics, participation or interest in client transactions and personal trading Conflicts of interest
Stronghold advises and may advise multiple clients that have different investment objectives, guidelines and strategies, as set forth in the applicable Governing Documents of each such Client. In performing its advisory services, Stronghold has and may give advice and take action with respect to any of its clients that may differ from actions taken by Stronghold on behalf of other clients. Stronghold and its affiliates, along
with their respective personnel, do and may invest or otherwise have an interest, either directly or indirectly, in Stronghold-managed Funds (or investments made by such Funds). Clients have and may invest in the same Portfolio Investments as other clients consistent with the terms of the applicable Governing Documents and, if applicable, approval by the applicable advisory committee of the applicable client once established. Stronghold has implemented policies and procedures relating to personal securities transactions and insider trading, which are designed to identify potential conflicts of interest, to prevent or mitigate actual conflicts of interest and to resolve conflicts appropriately, if they do occur. Code of Ethics Stronghold has adopted a Code of Ethics, which sets forth standards of business conduct and various other policies and procedures applicable to all of Stronghold’s supervised persons. As such, Stronghold’s Code of Ethics includes, among other things: (i) standards of business conduct, requiring that supervised persons comply with relevant provisions of the federal securities laws and the fiduciary duties an investment adviser owes to its clients, and policies designed to identify and address conflicts of interest; (ii) personal securities transaction policies governing the personal investment activities of relevant personnel and requiring the submission by access persons of reports regarding their personal trading accounts and activities; and (iii) an insider trading policy and policies and procedures designed to prevent misuse of material non-public information. Clients and investors may obtain a copy of Stronghold’s Code of Ethics by contacting us at 972-850-7474. Personnel who fail to observe the Code of Ethics and related compliance policies risk serious sanctions, including dismissal and personal liability. Personal Securities Transactions Policy Stronghold’s Code of Ethics includes a personal securities transactions policy, which imposes certain requirements and restrictions with respect to personal trading and investment activity by Access Persons. In particular, Access Persons are required to obtain the approval of the Chief Compliance Officer before buying or selling any publicly-traded security that is currently owned by or is being considered for purchase or sale by any client. Access Persons also must obtain approval prior to investing in initial public offerings or any private placements. Stronghold maintains and periodically updates a restricted list, to reflect actual or potential investment activities of advisory clients or potential receipt or possession of actual or potential material non-public information. Access Persons are prohibited from investing in securities listed on Stronghold’s restricted list without prior approval by the Chief Compliance Officer. In appropriate circumstances and to the extent permitted by applicable law, the Chief Compliance Officer may grant waivers to Code of Ethics restrictions. Related Party Co-Investments Please refer to Item 12 under Investment & Co-Investment Allocation for a description of Stronghold’s coinvestment practices including those involving parties affiliated with or related to Stronghold. Insider Trading Policy Stronghold and its related persons may, from time to time, come into possession of material nonpublic and other confidential information, which, if disclosed, might affect a reasonable investor’s decision to buy, sell or hold a security. Under applicable law, Stronghold may be prohibited from improperly disclosing or using such information for its personal benefit or for the benefit of any other person, regardless of whether that other person is a client. Accordingly, should Stronghold or any of its supervised persons come into possession of material nonpublic or other confidential information with respect to any company, it may be prohibited or restricted from communicating that information to any other person or using that information
for the benefit of its clients. Accordingly, Stronghold’s Code of Ethics contains procedures to prevent the misuse of material nonpublic information by Stronghold and Stronghold’s supervised persons. Reporting Requirements Under the Code of Ethics To assist Stronghold in monitoring personal trading activities in order to detect potential conflicts of interest or violations of the Code of Ethics, fiduciary duty or applicable law, Access Persons must provide periodic reports with respect to personal securities transactions, holdings and accounts, including annual reports of holdings in reportable securities and quarterly reports of their personal transactions in reportable securities. These reports are submitted to and reviewed by the Chief Compliance Officer or his designee. Gifts and Entertainment Subject to certain restrictions, Stronghold’s supervised persons may on occasion accept or provide gifts or invitations to entertainment. Stronghold’s gifts and entertainment policy implements internal controls to monitor such activity, which include reporting or seeking pre-approval before giving or accepting gifts and entertainment of significant value and prohibiting or limiting the provision or receipt of cash gifts, as well as gifts or entertainment to government employees, foreign officials and certain other categories of recipients. Political Contributions Stronghold has adopted a Political Contribution policy that is intended to ensure that neither Stronghold nor its employees engage in prohibited pay-to-play activities. Stronghold’s supervised persons are prohibited from making political contributions for the purpose of inappropriately influencing any investment or business decision. In addition, Stronghold supervised persons are required to report or seek pre-approval before making any political contribution or soliciting contributions from others.
Item 12: Brokerage practices Conflicts of interest
Investment & Co-Investment Allocations As noted in Item 6, Stronghold seeks to ensure that there are clear boundaries between the investment criteria of Client portfolios that it manages. Stronghold has and may, from time to time, make the same investment on behalf of more than one Client when such investment is suitable to those Clients. Suitability will be determined by the investment guidelines, objectives and restrictions of each mandate as defined by Stronghold’s investment allocation policy, the partnership agreement, advisory agreement or other Governing Document. The General Partner may, from time to time, depending on the type of investment opportunity, in its discretion, offer co-investment opportunities with respect to the Fund’s investments to (i) co-investment vehicles formed to invest in one or more investments of the Fund, (ii) other Stronghold Clients, (iii) any of the investors, (iv) affiliates of the General Partner or the Fund’s Investment Manager (and/or their respective family members) and/or (v) any other person, including any person who the General Partner believes will be of benefit to the Fund or one or more investments of the Fund) or who may provide a strategic, sourcing or similar benefit to the Fund’s Investment Manager, the Fund, any investment of the Fund or one or more of their respective affiliates due to industry expertise or otherwise (and may also organize one or more entities to invest in the Fund or to co-invest alongside the Fund to facilitate personal investments by such persons or entities). The Fund’s Investment Manager may, but will be under no obligation to, provide coinvestment opportunities to investors. Any such co-investment opportunity may be provided on such terms and conditions as the General Partner and the investors participating therein agree. Such Co-Investors may
or may not pay Carried Interest or Management Fees to the Fund’s General Partner and/or the Investment Manager and, unless any Co-Investors otherwise agree, the Fund may bear the entire amount of any breakup fee or broken deal expense or other fees, costs, and expenses related to an investment that is not consummated. Principal & Related Party Transactions In order to facilitate the acquisition of a Portfolio Investment, a Fund may make (or commit to make) an investment in such company with a view to selling a portion of such investment to Co-Investors prior to or within a brief period after the closing of such acquisition. If any such sale after the closing of an acquisition is made to Co-Investors or a co-investment vehicle controlled by the Fund’s General Partner or any of its affiliates, such sale shall occur at such price and on such other terms and conditions as the General Partner determines to be equitable. Any such co-investments made through vehicles controlled by the General Partner or any of its Affiliates shall be made and disposed of (or a proportionate share thereof) at the same time and on substantially the same economic terms as the applicable investment by the Fund. Pursuant to the respective Fund’s Governing Documents, the LPAB generally shall be responsible for 1) approving or disapproving any material conflicts of interest involving the Fund(s), any parallel partnership, Stronghold and/or an affiliate; 2) approving or disapproving related party transactions and/or other transactions to the extent required by applicable law or deemed advisable by the Investment Manager; 3) approving or disapproving certain borrowing arrangements as set forth in relevant Governing Documents; and/or 4) providing general advice to the Investment Manager or General Partner with regard to other matters presented to it by the Investment Manager or General Partner or as otherwise specified in the Fund’s Governing Documents. To the extent that such approval or disapproval of the LPAB is not deemed sufficient by the General Partner or the LPAB in its good faith judgment, as required by applicable law, the General Partner may, in its discretion, elect to select one or more persons, who shall not be affiliated with the Fund’s Investment Manager or the General Partner, to serve on a committee, the purpose of which shall be to consider, and on behalf of the investors and the Fund, approve or disapprove, to the extent required by applicable law, such related party transactions, other transactions and matters and any approval or other client consent that may be required under the Advisers Act. In any event, Stronghold will comply with Section 206(3) of the Advisers Act. The General Partner shall have the authority to agree to reimburse members of the committee for their out-of-pocket expenses and to indemnify them to the maximum extent permitted by law. Other than the functions described above, the LPAB serves to, among other things, 1. (a) approve or disapprove any actual and material conflict of interest involving the Fund, any parallel partnership and/or the General Partner or (b) the General Partner or its affiliate, on the one hand, and the Fund or an issuer, on the other hand (which, in the case of either (a) or (b), the General Partner shall be required to present such actual and material conflict of interest to the LPAB); 2. at the request of the General Partner: approve or disapprove any transaction or matter involving a potential conflict of interest between the General Partner and its affiliates, on the one hand, and the Fund; and/or 3. provide general advice to the Fund’s Investment Manager or the General Partner with regard to any other matters presented to it by the Investment Manager or the General Partner. Please refer to the Fund’s Governing Documents for a full description of the functions of the LPAB. Brokerage Transactions Because the nature of Stronghold’s business is to make private equity investments for Clients, Stronghold does not expect to use broker dealers for purchases of securities. Stronghold will generally have the authority to determine what securities the Funds should buy or sell and what brokers or dealers the Funds should use. The vast majority, if not all, of the investments made by the Funds are in non-registered securities offered in private placements without the services of a broker-dealer. Consequently, while
Stronghold will have the authority to select brokers or dealers, such authority is seldom expected to be exercised. However, on occasion, the client account has and may receive public security positions through a distribution in kind or as part of a distribution or liquidation of a Portfolio Investment. Accordingly, Stronghold may occasionally use brokers to transact on behalf of its client accounts. In situations where Stronghold chooses the broker-dealer to liquidate or otherwise sell these positions, consistent with its duty to seek best execution, Stronghold will select brokers and dealers based upon their reputation, quality of service, and ability to liquidate the particular security. When selecting a broker or dealer, Stronghold may also take into account factors such as execution capabilities, commission rates, fees, responsiveness and financial responsibility. In applying these factors, Stronghold recognizes that different brokers may have different execution capabilities with respect to different types of securities and transactions, and that no one broker will likely be judged the best at every relevant factor as a general matter or with respect to any particular transaction. As applicable, Stronghold will periodically review executing brokers from both a qualitative and quantitative perspective to assess the quality of executions and value of services provided. Soft Dollars As a matter of general policy, Stronghold does not participate in soft dollar arrangements. Stronghold does not receive research or other products or services from broker dealers or third parties in connection with client securities transactions. Should Stronghold for any reason choose to enter into one or more soft dollar arrangements, it would continue to place primary consideration on the broker’s ability to provide best execution. Further, any soft dollar arrangements would endeavor to meet all the conditions of Section 28(e) of the Exchange Act. Brokerage for Client Referrals Stronghold does not currently have any referral arrangements or use brokerage relationships for client referrals.
Item 14: Client referrals and other compensation Conflicts of interest
Other than the fees and expense reimbursements as described in Item 5 above, neither Stronghold nor any affiliate receives any economic benefit from a non-client for providing investment advice or other advisory services to its clients. Stronghold has or may have relationships with its principals, supervised persons or affiliates who may refer investors to a Fund. These individuals will have or may receive an economic interest in Stronghold that may be impacted by the fees received from new clients introduced. Stronghold has and may enter into agreements or arrangements with placement agents, solicitors or other third parties who refer clients or investors to Stronghold or to Funds managed by Stronghold. In consideration of these referral services, such persons receive or may receive compensation from Stronghold (or its affiliates) which may consist of, among other things, a percentage of the Management Fee and/or Carried Interest distribution otherwise payable or distributable to Stronghold or its affiliates; a percentage of an investor’s commitment and/or a flat fee; or equity ownership in Stronghold. In each applicable Fund, Placement Fees offset Management Fees and therefore Clients and investors will not be charged any higher or additional fees as a result of any placement agent or solicitation arrangements. In every instance, all arrangements and payments of referral or placement agent fees will be disclosed to applicable investors.
Item 9: Disciplinary information
On September 24, 2025, Elliott Investment Management and certain of its affiliates (together “Elliott”) sued certain Stronghold entities for alleged breach of contract (among other claims) relating to a prior settlement agreement between the parties. Elliott moved for summary judgment on the breach of contract claim, seeking an order that Stronghold had breached the settlement agreement by failing to sell certain assets owned by SRP Opportunities II, LP and SRPO-II Partners I, LP, two funds managed by Stronghold entities. Stronghold claimed that it was not obligated to sell the assets of those two funds because of a fiduciary
exception in the settlement agreement designed to enable it to protect the interests of other limited partners in those two funds. On February 6, 2026, the Delaware Court issued a partial judgment imposing a sales process largely as proposed by Stronghold for the assets of those two funds as well as a restriction on those particular funds from directly or indirectly acquiring certain types of new assets.
Item 13: Review of accounts
Reviews Monitoring of active Portfolio Investments is a critical component of the Investment Committee’s meetings. Given the high degree of control exercised by Stronghold over certain Portfolio Investments we believe Stronghold is highly knowledgeable about Portfolio Investment activity. Investment Committee approval includes a specified amount of capital committed to each Portfolio Investment. No Portfolio Investment can spend capital without technical and commercial alignment, which includes Stronghold Investment Committee review of each individual transaction; accordingly, we believe the risk associated with portfolio monitoring and investment execution is mitigated. Stronghold believes this approach is superior to that of other investment managers that outsource these back-office functions to each Portfolio Investment. In addition, Stronghold hosts calls with portfolio partners’ management, development, or origination team to review progress and surface issues. Reports to Clients and Investors Stronghold has engaged MUFG Capital Analytics LLC to provide third-party administration services to SRPO-II, SRPO-II Partners and SRPO-III. The administration for all other Funds is maintained in-house. Stronghold provides all investors with access to the online investor portal. Within the investment portal, clients are able to access:
Fund documentation Capital account statements Quarterly financials Annual financials
Schedules K-1 Investor letters Relevant transaction updates Other relevant updates
Email notifications are sent to alert clients of new information that is available in the online investor portal. Subject to the applicable Governing Documents, Fund investors will receive written financial reports and capital account statements on a quarterly basis. Within 120 days after the end of each fiscal year, or as soon as reasonably practicable thereafter, a report from an independent certified public accountant setting forth as at the end of such fiscal year: (i) a balance sheet of the Fund; (ii) a statement of the net income or net loss of the Fund for such year; (iii) a statement of changes in financial position or a cash flow statement of the Fund; and (iv) a supplemental statement of such investor’s capital account. In addition, the Funds may hold annual meetings to provide investors with the opportunity to review and discuss investment and Portfolio Investment activities. They may review other information as presented by Stronghold consistent with the duties established in the applicable Governing Documents. Stronghold may provide different and/or additional reporting or reporting on different timelines to investors pursuant to provisions in advisory contracts or side letter agreements (including increased transparency and other information rights). Representatives of Stronghold are available for discussions with investors on a periodic or agreed upon basis. Client books and records will be available for inspection by investors at reasonable times during business hours (subject to any limitations set forth in the applicable Governing Documents).
Item 15: Custody
To the extent Stronghold or an affiliate serves as the General Partner or managing member of any Fund, it would be deemed to have custody of such client’s funds and securities for purposes of Rule 206(4)-2 under the Advisers Act. In order to comply with Rule 206(4)-2, Stronghold utilizes the services of qualified custodians (as defined under Rule 206(4)-2) to hold client cash and securities, to the extent required by the
Rule. Stronghold also ensures that each qualified custodian maintains these assets in an account that contains only client assets, under the client’s name. Cash is maintained at a bank. Securities are maintained by a broker, bank or other qualified custodian, except with respect to “privately offered securities” as defined in Rule 206(4)-2, which generally are not required or able to be held at a qualified custodian. In accordance with Rule 206(4)-2, for each such Fund it will (i) engage an independent auditor registered with and subject to inspection by the Public Company Accounting Oversight Board to audit each of its clients as of the end of each fiscal year and (ii) distribute the results of the audit in audited financial statements (prepared in accordance with generally accepted accounting principles) to all investors within 120 days after the end of the fiscal year, but there can be no assurance that Stronghold will be successful in this regard. Qualified custodians generally are not expected to provide account statements directly to investors.
Item 16: Investment discretion
For its discretionary client accounts, including Funds that have and may in the future be established by Stronghold, discretionary authority will be granted to Stronghold by an investment management agreement, limited partnership agreement or other applicable Governing Documents. The investment objectives and restrictions applicable to Funds will be set forth in the applicable Governing Documents. Investors in Funds established by Stronghold generally do not have authority to impose any restrictions upon Stronghold’s discretionary authority. However, Stronghold has and may, under certain circumstances, enter into a side letter or similar agreement with an investor in a Fund that limits such investor’s participation in certain types of investments in order to address specific legal, regulatory, tax or policy restrictions of the investor. Each investor in Fund will generally grant the General Partner of such Fund a limited power of attorney to enable the General Partner to execute the applicable partnership agreement and perform certain other activities in connection therewith on its behalf. Investment Allocations Please refer to Item 12 under Investment & Co-Investment Allocation for a description of Stronghold’s investment allocation practices.
Item 17: Voting client securities
Clients and Fund investors generally cannot direct how proxies for securities held in such Funds or client accounts are voted, and therefore Stronghold generally is responsible for voting any proxies with respect to such securities. Stronghold will not typically invest in or hold publicly-traded securities and, therefore, rarely expects to vote proxies. However, clients of Stronghold have and may on occasion hold public securities, which may be subject to proxy votes. Stronghold does not vote or review proxies on securities held by any underlying Portfolio Investments. Stronghold will generally not have the authority to vote proxies for non-discretionary client accounts. Stronghold has adopted Proxy Voting Policies and Procedures (the “PVPs”) designed to ensure that, in the event that Stronghold is in a position to vote proxies and deems it in the clients’ best interest to do so, Stronghold will vote such proxies based on what it considers to be in the best financial interest of each applicable client, as determined in its discretion. Stronghold will attempt to identify actual or potential conflicts of interest that could compromise the independence of voting decisions when voting a proxy on behalf of a client. Where a material conflict of interest is identified, Stronghold will attempt to resolve the conflict before voting a proxy. Stronghold may determine not to vote proxies in respect of securities of an issuer if it determines that it would be in the
applicable client’s overall best interest not to vote. Investors may not direct or otherwise influence votes with respect to any particular proxy solicitation. Stronghold has employees or supervised persons who may serve on Portfolio Investment boards. Therefore, in the event a related person of the Company is nominated as a director as part of a proxy vote, the Company may vote for the approval of such director without seeking input from the Fund’s LPAB or taking other special measures to address a conflict of interest. Investors may receive a copy of the PVPs, as well as information on how proxies were voted on behalf of a client, if applicable, upon request.
Item 18: Financial information
Stronghold is not aware of any financial condition reasonably likely to impair its ability to meet contractual commitments to clients. Neither Stronghold nor its principals have been the subject of a bankruptcy petition.
Stakes it holds
SRP CAPITAL ADVISORS, LLC has told the SEC it owns more than 5% of 1 company, latest first (Schedules 13D and 13G).
- PHX MINERALS INC.SCHEDULE 13G/A Oct 4, 2021 to Aug 14, 20254
Sources
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