Private company

Stoic Point Capital Management LLC

American company, incorporated in Delaware. Summary from the record

Last updated Oct 21, 2026.

Overview

  • HeadquartersDE1

Corporate structure

Stoic Point Capital Management LLC sits at the top of its group. 2 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Stoic Point Capital Management LLC

  • Rajiv Prabodh Shah Owns 50% to 75% of Stoic Point Capital Management LLC, since 05/2018 (Form ADV)
  • Cullen James Rose Owns 50% to 75% of Stoic Point Capital Management LLC, since 05/2018 (Form ADV)

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

Stoic Point Capital Management 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$119.5M2 10 accounts, all with discretion
  • Employees3 2 in investment advice or research
  • ClientsPooled investment vehicles (other than investment companies and: 4 ($84.1M); High net worth individuals: 6 ($35.4M)
  • How it is paidA percentage of assets under its management; Fixed fees (other than subscription fees); Performance-based fees
  • What it doesPortfolio management for pooled investment vehicles (other than investment companies); Portfolio management for businesses (other than small businesses) or institutional clients (other than registered investment companies and other pooled investment vehicles); Security ratings or pricing services
  • Holds client assetsYes: cash and securities
  • RegistrationSEC 801-136059, CRD 297766 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).

  • Cullen James Roseowns 50% to 75%, since 05/2018
  • Rajiv Prabodh Shahowns 50% to 75%, since 05/2018

In its own words: the client brochure

Form ADV Part 2A, the plain-English document an adviser must give its clients, quoted as filed 3/30/2026.3 It covers the firm’s services, fees, investment strategies and their risks, and its conflicts of interest.

Item 4: Advisory business Services

A. Description of Advisory Firm Stoic Point Capital Management LLC (“Stoic Point” or the “Firm”), a Delaware limited liability company is an investment adviser with its principal place of business in Palo Alto, California. Stoic Point was founded in July 2018. The Firm is owned and operated by Rajiv (Raj) Shah and Cullen Rose. This brochure provides information regarding the qualifications, business practices, and advisory services provided by Stoic Point. B. Description of Advisory Services Offered Stoic Point provides investment advisory services to pooled investment vehicles (private funds) and to institutional investors, who may be businesses, family offices, charitable organizations and foundations, or trusts (our “Clients” and each a “Client”). Stoic Point offers investment advisory services to institutional investors in separately managed accounts (“SMAs”) and to a private fund Client , Stoic Point Alpha Capital LP, a Delaware limited partnership (the “Fund”). Stoic Point also provides non-discretionary buy/sell recommendations (“Signals”) of investments as a service to certain Clients. Stoic Point serves as a fiduciary to Clients, as defined under applicable laws and regulations. As a fiduciary, Stoic Point upholds a duty of loyalty, fairness, and good faith towards each Client and seeks to mitigate potential conflicts of interest. Stoic Point’s fiduciary commitment is further described in Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Private Fund Services The Fund is offered in accordance with Rule 506 of SEC Regulation D (which governs federally offered private placements) and various state securities laws governing private placements. The Fund is a pooled investment vehicle. Investments in the Fund are only available to individuals or entities that are both Qualified Clients and Accredited Investors, defined and described in more detail in Items 5 and 7 below. All relevant information, terms and conditions relative to the Fund, including the remuneration and expense reimbursement to be received by Stoic Point, suitability, risk factors, and potential conflicts of interest, are set forth in the Fund’s private placement memorandum, the operating agreement, and other related documents or disclosures (“Offering Documents”). Each investor in the Fund is required to receive, carefully review, and sign these documents prior to an investment being accepted. Stoic Point manages each Fund based on the investment objectives, policies, and guidelines as set forth in the respective Offering Documents and not in accordance with the individual needs or objectives of any particular investor therein. In general, investors in the Fund are not permitted to impose restrictions or limitations. However, Stoic Point may enter into side letter agreements with one or more investors that may alter, modify, or change the terms of interest held by investors. Certain types of side letters create a conflict of interest between the Firm and the investors in the Fund, and/or between investors themselves. More detailed information on investment objectives, policies and guidelines is set forth in the Fund’s Offering Documents. Separately Managed Account Services Stoic Point provides customized investment advisory solutions for some of its Clients through SMAs. This is achieved through personal contact and interaction while providing either discretionary or non4

discretionary investment advisory and/or management services, as applicable to each Client’s engagement. Stoic Point works closely with each Client to identify their investment goals and objectives as well as risk tolerance and financial situation in order to create a portfolio strategy. Stoic Point will then construct the Client’s portfolio and/or provide non-discretionary recommendations for the Client to construct and maintain its portfolio. A Client’s portfolio may consist of a variety of investments including, but not limited to: equity securities (both public and private), fixed income securities, options contracts, exchange-traded funds (ETFs), leveraged ETFs/mutual funds, exchange-traded notes (ETNs), closed-end funds, real estate investment trusts (REITs), mutual funds, warrants, corporate debt securities, commercial paper, certificates of deposit, municipal securities, investment company securities, U.S. Government securities, non-publicly traded REITs, options contracts on securities, special purpose vehicles, and alternative investments. SMA Clients may potentially invest a portion of their account in a Stoic Point managed Fund. If such an investment is made from a Client account, the amount invested in the Fund will reduce the Client’s assets under management and corresponding IA Fee related to the SMA. The Fund is subject to a separate Management Fee and Performance Fee structure, as discussed further in Item 5, below. Clients bear all of their own costs and expenses directly related to investments in SMAs including those related to alternative investments, accounting services, compliance costs, tax preparation, audit, and other fees and costs, as applicable. Expenses are described in more detail in any alternative investments offering documents and related documents, as applicable. Clients should carefully review these documents before investing. Investing in alternative investments involves a high degree of risk, including liquidity risk, business risk, dilution risk, and other risks. Such investments may involve significant fees and expenses and be subject to partnership tax reporting. The receipt of these fees, including performance-based fees, could represent an incentive for Stoic Point to recommend alternative investments over investments with lower fees, therefore creating a conflict of interest. These potential conflicts of interest are discussed in further detail in Item 6 below. Alternative investments are typically for long-term investors willing and able to bear the increased risk and tax reporting burden commonly associated with these types of investments. Clients should carefully review the private placement memorandum provided by the issuer to further understand the risks of investing prior to making any investment. Stoic Point’s SMA strategy is primarily long-term focused, but Stoic Point may recommend to buy, sell, or re-allocate positions that have been held less than one year to meet the objectives of the Client or due to market conditions. Stoic Point will construct, implement, monitor, and/or recommend action on a nondiscretionary basis regarding the portfolio to ensure it meets the goals, objectives, circumstances, and risk tolerance agreed to by the Client. Stoic Point evaluates and selects investments for inclusion in Client portfolios only after applying its internal due diligence process. Stoic Point may recommend, on occasion, redistributing investment allocations to diversify or rebalance the portfolios of its Clients. Stoic Point may recommend specific positions to increase sector or asset class weightings. Stoic Point may recommend employing cash positions as a possible hedge against market movement. Stoic Point may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position(s) in the portfolio, change in risk tolerance of a Client, generating cash to meet a Client’s needs, or any risk deemed unacceptable due to the Client’s risk tolerance.

Stoic Point will not act as the custodian of any Client’s funds or securities. All SMA Client assets will be managed within their designated account at a custodian selected by the Client, pursuant to the Client Investment Management Agreement (“IMA”). Please see “Item 12 – Brokerage Practices” below for more information. Signals Services Stoic Point provides non-discretionary buy/sell recommendations (“Signals”) of investments as a service to certain Clients. For Clients who engage Stoic Point to provide Signals, Stoic Point provides such Signals without respect to individual Client investment objectives or risk tolerance. All Clients receiving Signals from Stoic Point are required to conduct their own research and/or make their own decision whether to follow any Signal as well as the price, time, and amount of any asset to buy/sell. Clients are not required to inform Stoic Point as to whether they have acted on any Signal provided by Stoic Point. Additionally, for the avoidance of doubt, Signals provided to one Client may vary from Signals provided to other Clients. C. Tailoring of Advisory Services and Client Imposed Restrictions The Fund is managed in accordance with the investment objectives, strategies, restrictions, and guidelines set forth in its Offering Documents as described above. Stoic Point does not tailor its advisory services to the individual needs of investors in the Fund (“Investors”), nor may Investors impose restrictions on investing in certain securities or types of securities. Stoic Point seeks to tailor and offer individualized advice to our SMA Clients as described above. Each SMA Client may, at any time, impose reasonable restrictions, in writing, on Stoic Point services and recommendations. Clients receiving Signals may indicate to Stoic Point what type and frequency of Signals they may wish to receive. D. Regulatory Assets Under Management As of December 31, 2025, Stoic Point had approximately $119,496,738 in regulatory assets under management. E. Wrap Fee Programs Stoic Point does not participate in any wrap fee programs.

Item 5: Fees and compensation Fees

A. Fees for Advisory Services Private Fund Management and Performance-Based Fees Private Funds, Generally Although Stoic Point does not generally provide Management Fee discounts, it may negotiate a unique fee structure for large Fund investors. Fee variances, if any, that differ from the standard Management Fee will be disclosed and agreed upon in a written agreement signed between Stoic Point and the applicable investor(s). All performance fees charged by Stoic Point to the Fund are subject to a high-water mark, which means that Stoic Point is only entitled to a Performance Fee to the extent that net income allocated to investors for

the period exceeds any net losses previously allocated to the investors since the last date a Performance Fee was calculated. This provision prevents the Firm from receiving Performance Fees on net income that simply restores prior net losses. Stoic Point does not represent that its Performance Fees or the manner of calculating them is consistent with performance-based fees charged by other investment advisers under the same or similar circumstances. The performance-based fees charged by Stoic Point may be higher than those charged by other investment advisers for the same or similar services. Please see Item 6, below, for additional discussion of Performance Fees. Lower fees for comparable services may be available from other sources. Stoic Point Alpha Capital LP With regard to Stoic Point Alpha Capital LP, Stoic Point offers Class A and B Interests. Stoic Point previously offered Founders Class Interests, which are subject to different fee structures, as described below. With respect to Class A and Class B Interests, Stoic Point will be paid a management fee (the “Management Fee”) equal to 1.25% per annum (approximately 0.104% per month). The Management Fee may be lower than 1.25% in certain instances and for future private funds. With respect to Founders Class Interests, the Management Fee paid to Stoic Point declines as subscriptions in Stoic Point Alpha Capital LP increases such that the Management Fee is 1.25% per annum (approximately 0.104% per month) until subscriptions total $100 million and then 1% per annum (approximately 0.083% per month) until subscriptions total $200 million. After subscriptions total $200 million, Founders Class investors will pay a Management Fee of 0.75% per annum (approximately 0.063% per month). All Management Fees are calculated and charged monthly in advance based on the value of each investor’s capital account as of the first day of the month. Investors in Stoic Point Alpha Capital LP pay a Performance Fee, calculated and charged annually in arrears, subject to certain performance thresholds (each a “Hurdle”) depending on the Class of Interest held by an investor. This Performance Fee structure is intended to allow investors a choice of Hurdle, as described in more detail as follows. For Class A Interests the Hurdle is an annualized rate of return of 6% and for Class B Interests the Hurdle is equal to the return of a benchmark index, the Russell 2000, during the same performance period (i.e. calendar year or shorter period with respect to an individual investor, as applicable). The Performance Fee for Founders Class Interests is equal to 10% of realized and unrealized net income allocated to each investor that exceeds the applicable Hurdle. The Performance Fee for Class A and B Interests is equal to 15% of realized and unrealized net income allocated to each investor that exceeds the applicable Hurdle. For the avoidance of doubt, Performance Fees are not charged if the realized and unrealized net income allocated to an investor does not exceed the applicable Hurdle. SMA Investment Management Services With respect to the Client, Stoic Point is a fee-only investment adviser. Stoic Point’s fee for SMA advisory, portfolio management, and/or non-discretionary advisory services (“IA Fee”) may be based on a percentage of the Client’s assets under management or, as discussed below in Item 6, Stoic Point may charge SMA Clients performance-based fees or other fees based on share of capital gains or capital appreciation in addition to or in lieu of Management Fees. IA Fees that are Management Fees are typically paid monthly or quarterly in advance pursuant to the terms of the respective Client’s Investment Advisory Agreement. IA Fees are based on the market value of assets

under management at the beginning of the relevant calendar month or quarter, as applicable. IA Fees that are management fees typically range from 0.5% to 1.5% per annum depending on the size of the SMA, the services rendered, and the strategy employed. IA Fees that are Performance Fees typically range from 10% to 20% per annum, will be calculated and charged quarterly or annually in arrears, and may be subject to a Hurdle and/or high-water mark pursuant to the terms of the respective Client’s Investment Advisory Agreement. For the avoidance of doubt, the fee amount, timing of calculation/billing, and whether and in what amount performance fees are subject to Hurdle(s) and/or high-water mark is negotiable with each Client and will be reflected in each Client’s respective Managed Account Agreement. Fees for SMA Clients will be calculated as follows: • The formula for the Management Fee will be [monthly/quarterly fee %] x account balance at the beginning of the period. • The formula for the Performance Fee will be (realized/unrealized account performance over the [quarter/year] [minus the hurdle rate]) x [quarterly/annual fee %], subject to the high watermark. Fees may be negotiable at the discretion of Stoic Point. All securities held in SMAs advised by Stoic Point will be independently valued by the Client’s Custodian. Stoic Point will not have the authority or responsibility to value such portfolio securities. Stoic Point does not represent that its Performance Fees or the manner of calculating them is consistent with performance-based fees charged by other investment advisers under the same or similar circumstances. The performance-based fees charged by Stoic Point may be higher than those charged by other investment advisers for the same or similar services. Please see Item 6, below, for additional discussion of Performance Fees. Lower fees for comparable services may be available from other sources. Signals Services Clients who engage Stoic Point for Signals services generally pay a fixed fee, negotiable for each Client, paid monthly or quarterly in arrears, depending on the arrangement with each Client. Such fees are invoiced to each Client and the Client is then responsible for remitting payment to Stoic Point. B. Fee Billing Fees will be calculated and charged using the timeframes and methodologies described above. Fees will be deducted directly from the Fund and SMA Clients may have fees deducted directly or will be billed separately by the Firm depending on each Client’s arrangements agreed to in their IMA. For fees being deducted directly from accounts, Clients should be aware of the following: a) SMA Clients provide written authorization permitting the Firm to be paid directly from the account(s) held by the independent custodian. b) The Firm will use third-party software to calculate fees and a designated third-party service provider sends an electronic request to the custodian indicating the amount of the fee to be paid from the SMA Client account(s). c) The custodian sends statements at least quarterly to SMA Clients showing the market values for each security included in the account(s) and all disbursements in the account(s), including the amount of any fees paid to Stoic Point.

C. Other Fees and Expenses Stoic Point has the discretion to select the broker-dealers and custodians used by the Fund. Stoic Point will generally not recommend specific options to serve as the broker-dealer/custodian for SMA Clients’ assets unless a recommendation is requested by the Client. Broker-dealers may charge brokerage commissions, transaction fees, and/or custodial fees for effecting certain securities transactions in accordance with their respective brokerage fee schedules. These transaction fees are separate from fees charged by Stoic Point and will be disclosed to SMA Clients by such broker-dealer or custodian. In addition to Stoic Point’s fees and any brokerage commissions, transaction fees, and/or custodial fees described above, Clients may also incur fees charged directly by mutual funds, ETFs, index funds, or private investments. Each such vehicle has its own internal expenses which generally include a fund management fee and other fund expenses. In addition, some funds charge a redemption fee on shares bought and sold within a short period. Funds describe their expenses in their prospectuses, summary prospectuses, or product descriptions. Clients are advised that these fees are separate and additional expenses incurred by the Client. SMA Clients are also responsible for all applicable charges including, but not limited to, account administrative fees, account closure fees, and all trading costs due to the termination of an account, including any fees fund managers may assess. SMA Clients are also responsible for attorney, accountant, or other third-party professional fees incurred as a result of services provided by Stoic Point. The Fund also bears and is responsible for other expenses including but not limited to investment related expenses such as brokerage commissions, interest on margin accounts and other indebtedness, custodial fees, bank service fees, withholding and transfer fees, taxes, systems and technology expenses, third party research tools, corporate licensing fees, legal and auditing expenses, accounting, fund administration, filing fees and expenses (including regulatory filings made in respect of the Fund such as Form PF preparation and filing expenses), outsourced risk management advisory and software, investment related consultants and travel costs that are research related, expenses incurred with respect to the preparation, duplication and distribution to investors and prospective investors of Fund offering documents, organizational expenses, annual reports and other financial information and any other services or service provider expenses deemed necessary by Stoic on behalf of the Fund. Additional information about expenses borne by the Fund can be reviewed in the respective Fund’s Offering Documents. D. Account Termination and Refunds Stoic Point’s Management Fees, as applicable, are charged monthly or quarterly in advance, as previously described. If an SMA Client wishes to terminate our services, they must contact us in writing and state that they wish to terminate the Investment Advisory Agreement. The Investment Advisory Agreement will continue in effect until terminated by either party. All such agreements can be terminated at any time by providing 14 days written notice, or other such termination/notification provisions as agreed to by a Client in their Investment Advisory Agreement. Upon receipt of such notice, Stoic Point will proceed to close the applicable account with Stoic Point and, if applicable, refund a pro-rata advisory fee for any period beyond the point of termination. For the avoidance of doubt, upon termination Stoic Point will not close the Client’s custodial account, which will remain the sole responsibility of the Client. The Fund generally permits investors to redeem capital as of the end of any calendar month with 30 days prior written notice. As all Performance Fees for the Fund are charged in arrears, there is no opportunity for a refund of Performance Fees, even if the Fund experiences losses in future periods. However, if an

investor redeems part or all of its capital at any time prior to the end of a calendar year, then the Performance Fee, as applicable, will be calculated and charged as of the date of redemption. E. Compensation for Sales of Securities Stoic Point does not accept compensation from the sale of securities or other investment products.

Item 8: Methods of analysis, investment strategies and risk of loss Investment strategies and risks

A. Methods of Analysis Overview Managing the investment allocation, security selection, and overall strategy of investment portfolios requires consistent work, precise attention to detail, and accessing the best technology and resources available. Though each Fund and SMA Client will have a different portfolio, there is significant overlap in the Firm’s research process and therefore overlap in portfolio investments is expected to exist. While Stoic Point is not limited to doing so, generally each Client advised by Stoic Point will primarily invest long and/or short in equities that are publicly traded in the United States. While the potential investment universe is broad, investments will typically be in small-cap and mid-cap companies. Generally, Stoic Point aims to maximize risk-adjusted returns over the long-term with an emphasis on capital preservation. Clients should be aware that there is no guarantee that Stoic Point will be able to achieve its investment objectives. Methods of Analysis and Investment Strategies Stoic Point seeks to identify long equity opportunities that can generate returns adequate to meet Client investment objectives over a multi-year investment horizon. The Firm is focused on unique opportunities to invest in businesses it deems to be of high quality, including companies with defensible business models, high returns on capital, strong market positions, limited cyclicality, and growth opportunities. Stoic Point expects to invest in short securities for which it believes other investors have overestimated the quality of the underlying business. This may be the result of overly optimistic projections about competitive moat, profitability or growth, a promotional management team, rapid dilutive growth, and secular headwinds. Stoic Point may also utilize the following methods of security and portfolio analysis, including, but not limited to: Fundamental, Cyclical, Technical, Asset Allocation, Mutual Fund and/or ETF Analysis, Risk Analysis, Tax Strategies, and tracking of comparable private funds. Stoic Point’s investment process focuses on screening and scoring potential investments during idea generation, followed by rigorous initial diligence prior to investing and follow-up review and diligence of investments after they are made. The Firm also attempts to mitigate risk through a combination of shorting, options, hedging, sizing parameters, and diversification guidelines. Investment Risk Investing in securities involves risk of loss that Clients should be prepared to bear. Different types of investments involve varying degrees of risk, and it should not be assumed that future performance of any specific investment or investment strategy (including the investments and/or investment strategies recommended or undertaken by Stoic Point) will be profitable or equal any specific performance level(s). Investing in private funds carries a heightened risk and is therefore only suitable for sophisticated investors with sufficient assets to bear potential loss, including entire loss of principal. B. Risk of Loss Investing and trading activities involve certain inherent risks and potential loss of capital. Every method of analysis has its own inherent risks. Although the Firm will attempt to moderate these risks, no assurance

can be given that the investment activities of a Client account will achieve the investment objectives of such account or avoid losses. Direct and indirect investing in securities involves risk of loss that Clients should be prepared to bear. Stoic Point does not represent or guarantee that its services or methods of analysis can or will predict future results or insulate Clients from losses. Stoic Point cannot offer guarantees or promises that Client financial goals and objectives will be met. Past performance is not indicative of future results. It is important that Clients understand the risks associated with investing in the types of investments described above. Except as can or will otherwise be provided by law, Stoic Point is not liable to Clients for: a) Any loss that they can or will suffer by reason of any investment decision made or other action taken or omitted by Stoic Point in good faith; b) Any loss arising from Stoic Point’s adherence to Client instructions, or the disregard of Stoic Point recommendations made to you; or, c) Any act or failure to act by a custodian or other third-party to Client accounts. The information included in this brochure does not include every potential risk associated with an investment strategy, technique, or type of security applicable to a particular Client’s account. Clients are encouraged to ask questions regarding risks applicable to a particular strategy or investment product and read all product-specific risk disclosures. It is the Client’s responsibility to give Stoic Point complete information and to notify the Firm of any changes in financial circumstances or goals. C. Description of Material, Significant, or Unusual Risks Stoic Point does not exclusively recommend a particular type of security to its Clients, but rather, it recommends and invests in multiple investment instruments. However, because it may be useful in understanding Stoic Point’s investment program, set forth below is a non-exclusive list of certain risks related to the most common securities and other instruments that may be utilized within Client portfolios. Risks – By Investment Type Individual Equity Securities. Stoic Point’s equity investments may involve substantial risks and may be subject to wide and sudden fluctuations in market value, with a resulting fluctuation in the amount of profits and losses. There are no absolute restrictions in regard to the size or operating experience of the companies in which the Firm may invest (and relatively small companies may lack management depth or the ability to generate internally, or obtain externally, the funds necessary for growth and companies with new products or services could sustain significant losses if projected markets do not materialize). Equity prices are directly affected by issuer specific events, as well as general market conditions. In addition, in many countries investing in common stocks is subject to heightened regulatory and self-regulatory scrutiny as compared to investing in debt or other financial instruments. Small- and Mid-Cap Risks. A portion of Client assets may be invested in securities of small-cap and midcap issuers. While in Stoic Point’s opinion the securities of small- and mid-cap issuers may offer the potential for greater capital appreciation than investments in securities of large-cap issuers, securities of small-cap issuers may also present greater risks. For example, some small- and mid-cap issuers often have limited product lines, markets, or financial resources. They may be subject to high volatility in revenues, expenses and earnings. Their securities may be thinly traded, may be followed by fewer investment research analysts and may be subject to wider price swings and thus may create a greater chance of loss than when investing in securities of larger-cap issuers. The market prices of securities of small- and mid-cap issuers generally are more sensitive to changes in earnings expectations, to corporate developments and to market

rumors than are the market prices of large-cap issuers. Transaction costs in securities of small- and midcap issuers may be higher than in those of large-cap issuers.

Investing in TMT Companies. Companies in the rapidly changing fields of technology, media and telecommunications (TMT) face special risks. The Firm has no control over and limited visibility into future technological developments. The rapid pace of technological development creates the risk that an issuer’s products and services become obsolete, fail to gain meaningful market share, or fall out of favor as more appealing and advanced technologies and products emerge. A company’s intellectual property rights may be subject to legal challenge. Many companies in the TMT space have limited operating histories. Such a company may be unable to engage and retain sufficient skilled engineering, marketing and management personnel to allow it to maintain its technological edge and develop the corporate infrastructure required to sustain and grow its business. Some TMT industries may be subject to greater governmental regulation than many other sectors, and changes in governmental policies and the need for regulatory approvals may materially and adversely affect the business of companies in those sectors. For these and other reasons specific to particular industries and companies, investments in companies in TMT industries pose greater risks than those in certain other sectors. Special Situations. The Firm may invest in companies involved in (or the target of) acquisition attempts or tender offers or in companies involved in work-outs, liquidations, spin-offs, split-offs, reorganizations, mergers, bankruptcies, and similar transactions. In any investment opportunity involving any such type of special situation, there exists the risk that the contemplated transaction will either be unsuccessful, take considerable time or result in a distribution of cash or a new security the value of which will be less than the purchase price to the Client of the security or other financial instrument in respect of which such distribution is received. Similarly, if an anticipated transaction does not in fact occur, the Client may be required to sell its investment at a loss. Because there is substantial uncertainty concerning the outcome of transactions involving financially troubled companies in which Clients may invest, there is a potential risk of loss by the Client of a significant portion of its investment in such companies.

Derivatives and Hedging. The Firm may invest and trade in a variety of derivative instruments, both to hedge portfolios and for profit. Derivatives are financial instruments or arrangements in which the risk and return are related to changes in the value of other assets, reference rates or indices. The Firm’s ability to profit or avoid risk through investment or trading in derivatives will depend on its ability to anticipate changes in the underlying assets, reference rates or indices. Use of Leverage and Financing. The Firm may leverage its capital if it believes that the use of leverage may enable the Client to achieve a higher rate of return. Accordingly, Clients may pledge their securities in order to borrow additional funds for investment purposes. The Firm may also leverage its investment returns with options, short sales, swaps, forwards and other derivative instruments. The amount of borrowings which the Client may have outstanding at any time may be substantial in relation to its capital. There is no limit on the Firm’s ability to borrow or use leverage. While leverage presents opportunities for increasing the Client’s total return, it has the effect of potentially increasing losses as well. Accordingly, any event which adversely affects the value of an investment by the Client would be magnified to the extent the Client is leveraged. The cumulative effect of the use of leverage by the Firm in a market that moves adversely to Client investments could result in a substantial loss to the Client which would be greater than if the Client were not leveraged. Short Selling. Short selling involves selling securities which are not owned and borrowing them for delivery to the purchaser, with an obligation to replace the borrowed securities at a later date. Short selling allows the investor to profit from declines in market prices to the extent such decline exceeds the transaction costs and the costs of borrowing the securities. The extent to which the Firm engages in short sales depends

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Item 7: Types of clients

Stoic Point Clients may include, without limitation, pooled investment vehicles (private funds) and institutional investors including but not limited to trusts, family offices, estates, charitable organizations and foundations, and businesses. The Fund is managed in accordance with its investment objectives, strategies, restrictions, and guidelines. As noted above, Stoic Point does not tailor its advisory services to the individual needs of Investors in the Fund, nor may Investors impose restrictions on investing in certain securities or types of securities. Stoic Point generally requires a minimum aggregate account value of $1 million for SMA Clients. The minimum for each Fund is described in the Fund’s Offering Documents. Any minimum account sizes or investment amounts can be waived at the sole discretion of Stoic Point.

Item 6: Performance-based fees and side-by-side management Conflicts of interest

As discussed in response to Item 5 above, Stoic Point may render investment management services to Qualified Clients for a Performance Fee. This fee arrangement raises potential conflicts of interest. The potential to receive a performance fee, and the fact that Stoic Point will not have to refund any such fees or allocations if the Fund later experiences losses, may be an incentive for Stoic Point to make investments that are riskier or more speculative than would be the case absent a performance fee arrangement. In addition, where Stoic Point charges performance-based fees and also provides services to accounts not being charged performance-based fees, there is an incentive to favor accounts paying a performance-based fee. Notwithstanding these conflicts of interest, Stoic Point has policies and procedures in place to ensure that any recommendations are objectively made based on underlying fundamentals and in the best interest of every Client regardless of whether the Client is paying a performance-based fee or different type of fee arrangement. These fees are detailed in each Investment Advisory Agreement with SMA Clients, as applicable, and in the Offering Documents for each Fund. Pursuant to the Investment Adviser’s Act of 1940 Section 205(e) and Rule 205-3 thereunder, only “Qualified Clients” (as defined in Rule 205-3(d)(1)) may enter into agreements (including investing in private funds) providing for performance-based fees.

Item 10: Other financial industry activities and affiliations Conflicts of interest

Neither Stoic Point nor its representatives are registered or have an application pending to register as a: 1. broker-dealer or a registered representative of a broker-dealer. 2. futures commission merchant, commodity pool operator, a commodity trading advisor, or a representative of the foregoing. Stoic Point does not recommend or select other investment advisers for its Clients.

Item 11: Code of ethics, participation or interest in client transactions and personal trading Conflicts of interest

Transactions and Personal Trading An investment adviser is considered a fiduciary and Stoic Point has a fiduciary duty to all its Clients. As a fiduciary, the Firm has a responsibility to provide fair and full disclosure of all material facts and to act solely in the best interest of each Client at all times. The Firm’s fiduciary duty is considered the core underlying principle for its Code of Ethics, which also includes Insider Trading and Personal Securities Transactions Policies and Procedures. A. Code of Ethics An investment adviser is considered a fiduciary and has a fiduciary duty to all Clients. Stoic Point has established a Code of Ethics to comply with the requirements of the securities laws and regulations that

reflects its fiduciary obligations and those of its supervised persons. The Code of Ethics also requires compliance with federal securities laws, as applicable. Stoic Point’s Code of Ethics covers all individuals that are classified as “supervised persons”. All employees, officers, directors, and investment adviser representatives are classified as supervised persons. Stoic Point requires its supervised persons to consistently act in its Clients’ best interest in all advisory activities. Stoic Point imposes certain requirements on its affiliates and supervised persons to ensure that they meet the Firm’s fiduciary responsibilities to its Clients. The standard of conduct required is higher than ordinarily required and encountered in commercial business. This section is intended to provide a summary description of the Code of Ethics of Stoic Point. If a Client or prospective Client wishes to review the Code of Ethics in its entirety, they should send us a written request to the email address on the Cover Page of this brochure and upon receipt of the request, the Firm will promptly provide a copy of the Code of Ethics. B. Material Interest Neither Stoic Point nor any related person of Stoic Point recommends, buys, or sells for Client accounts, securities in which Stoic Point or any related person of Stoic Point has a material financial interest. For the avoidance of doubt, Stoic Point does solicit potential investors to invest in the Funds, for which Stoic Point acts as general partner and therefore in which Stoic Point has a financial interest. Please see Item 8 above for a description of the risks and conflicts of interest associated with Stoic Point’s status as general partner of the Funds. C. Personal Trading in Same Securities as Clients Stoic Point recognizes that the personal investment transactions of members and employees of the Firm demand the application of a Code of Ethics and require that all such transactions be carried out in a way that does not endanger the interest of any Client. At the same time, the Firm believes that if investment goals are similar for Clients and for members and employees of the Firm, it is logical and even desirable that there be common ownership of some securities. To prevent conflicts of interest, the Firm has in place a set of procedures (including a pre- clearing procedure) with respect to transactions effected by its members, officers, and employees for their personal accounts. To monitor compliance with the personal trading policy, the Firm has a quarterly securities transaction reporting system for all employees. Upon employment or affiliation and at least annually thereafter, all supervised persons will sign an acknowledgement that they have read, understand, and agree to comply with the Code of Ethics. Related persons of the Firm can buy or sell securities and other investments that are also recommended to Clients. To minimize conflicts of interest, related persons will place Clients’ interests ahead of their own interests and adhere to the Firm’s Code of Ethics. D. Personal Trading at Same Time as Clients The Firm’s related persons will refrain from buying or selling the same securities prior to buying or selling for Clients in the same day. If related persons’ accounts are included in a block trade, related persons’ accounts will be traded in the same manner every time. The Firm and supervised persons must conduct business in an honest, ethical, and fair manner and avoid all circumstances that might negatively affect or appear to affect their duty of complete loyalty to all Clients. This disclosure is provided to give all Clients a summary of Stoic Point’s Code of Ethics.

Item 12: Brokerage practices Conflicts of interest

A. Recommendation of Custodian or Broker-Dealer Stoic Point is independently operated and owned and is not affiliated with any custodian or broker-dealer. Stoic Point has complete discretion in deciding what brokers, dealers, and other financial intermediaries and counterparties to use for Fund transactions (“Transacting Parties”). It also has complete discretion to negotiate compensation arrangements and transaction terms with Transacting Parties. Stoic Point recognizes its duty to seek “best execution” when placing portfolio transactions with Transacting Parties. The Firm does not have discretion to determine Transacting Parties for SMA Clients. As disclosed in ADV Part 1A Item 7.B.1, Stoic Point currently uses a combination of Marex Group, Goldman Sachs, and TD Cowen as broker-dealers and custodian for the Fund. Stoic Point may, in certain circumstances, be appointed by a Client to directly manage a portion of Client assets pursuant to a written advisory agreement with the Client. In such cases, the Firm will act as the Client's agent in fact to buy and sell securities on a fully discretionary basis with authority to select the securities and amount thereof for the Client’s account through a broker-dealer. Stoic Point seeks to select broker-dealers/custodians who will hold Fund assets and execute transactions on terms that are overall most advantageous when compared to other available providers and their services. When determining which broker-dealer/custodian to work with, the Firm considers a wide range of factors which include, among others: financial strength, business reputation, timeliness of execution, timeliness and accuracy of trade confirmations, execution facilitation services, pricing, research services, quality of services, record keeping services, custody services, frequency and correction of trading errors, ability to access a variety of market venues, and expertise as it relates to specific securities. Although the commissions and/or transaction fees paid by Stoic Point's Clients shall comply with Stoic Point's duty to seek best execution, Stoic Point is not required to select the broker that charges the lowest transaction cost, and a Client may pay a commission that is higher than another qualified broker-dealer might charge to effect the same transaction where Stoic Point determines, in good faith, that the commission/transaction fee is reasonable under the circumstances. What constitutes best execution, and determining how to achieve it, are inherently uncertain. In seeking best execution, the determinative factor is not the lowest possible cost, but whether the transaction represents the overall best qualitative execution, taking into consideration the full range of a broker-dealer’s services, including the value of research provided, execution capability, commission rates, and responsiveness. Accordingly, although Stoic Point will seek competitive rates, it may not necessarily obtain the lowest possible commission rates for Client account transactions. The brokerage commissions or transaction fees charged by the designated brokerdealer/custodian are exclusive of, and in addition to, Stoic Point's fees described in Items 5 and 6, above. 1. Soft Dollars Stoic Point may select a broker-dealer in recognition of the value of various services or products, beyond transaction execution, that such broker-dealer provides where, considering all relevant factors, it believes the broker-dealer can provide best execution. Selecting a broker-dealer in recognition of the provision of services or products other than transaction execution is known as paying for those services or products with “soft dollars.” Stoic Point may direct Client transactions to a broker-dealer in return for soft dollar benefits. Pursuant to Section 28(e) of the Securities Exchange Act of 1934, as amended (“Section 28(e)”), Stoic Point may use soft dollars to acquire a variety of research and brokerage services and products from a broker-dealer, provided that the commissions paid are reasonable in light of the value of the brokerage and research products or

services provided, as determined by Stoic Point in good faith. Although the investment research and brokerage products and services that can be obtained by the Firm will generally be used to service all of its Clients, a brokerage commission paid by a specific Client can be used to pay for research that is not used in managing that specific Client’s account. The Firm does not accept research and brokerage products or services that do not qualify for the safe harbor outlined in Section 28(e), such as those services that do not aid in investment decision-making or trade execution. For these purposes, eligible “brokerage” services and products are those used to effect securities transactions for Clients or to assist in effecting those transactions. Eligible “research” means services or products used to provide lawful and appropriate assistance to Stoic Point in making investment decisions for Clients. Research services may involve research reports on particular industries and companies, economic surveys, securities recommendations, and other services providing lawful assistance to Stoic Point in making investment decisions. 2. Brokerage Services for Client Referrals Stoic Point does not receive brokerage services in exchange for Client or Investor referrals. 3. Directed Brokerage Stoic Point allows SMA Clients to direct brokerage outside the Firm’s recommendation. In such instances, Stoic Point can or will be unable to achieve the most favorable execution of Client transactions. Client directed brokerage can cost Clients more. For example, in a directed brokerage account, Clients can pay higher brokerage commissions because Stoic Point may not be able to aggregate orders to reduce transaction costs, or Clients can receive less favorable prices. B. Aggregating and Allocating Trades The Firm performs investment management services for various Clients. There are occasions on which portfolio transactions can be executed as part of concurrent authorizations to purchase or sell the same security for numerous accounts served by the Firm, which involve accounts with similar investment objectives. When such concurrent authorizations occur, the objective is to allocate the executions in a manner which is deemed equitable to the accounts involved. The Firm attempts to allocate trade executions in an equitable manner, taking into consideration Client objectives, current asset allocation, and availability of funds.

Item 14: Client referrals and other compensation Conflicts of interest

A. Compensation Received by Stoic Point Stoic Point is a fee-only advisory firm who is compensated solely by its Clients. Stoic Point does not receive commissions from product sponsors, broker-dealers, or any unrelated third-party. Stoic Point may refer Clients to various unaffiliated, non-advisory professionals (e.g. attorneys, accountants, etc.) to provide certain services necessary to meet the goals of its Clients. Likewise, the Firm may receive referrals of new Clients from similar types of third parties. Stoic Point does not provide or receive compensation to/from such referral sources for introducing Clients. Stoic Point does not receive economic benefits from anyone who is not a client for providing investment advice or other advisory services. B. Client Referrals from Solicitors Stoic Point does not engage paid solicitors for Client referrals.

Item 9: Disciplinary information

Neither Stoic Point nor any of its supervised persons has been the subject of any disciplinary actions that would be material to a Client’s or prospective Client’s evaluation of the Firm’s advisory business or the integrity of its management. Neither Stoic Point nor any of its supervised persons has been subject to any criminal or civil actions, administrative proceedings, or self-regulatory organization (SRO) proceedings.

Item 13: Review of accounts

A. Frequency of Reviews Stoic Point’s principals (Raj Shah and Cullen Rose) conduct account reviews on an ongoing basis, with SMA Client reviews prepared on a schedule as determined in the respective Client Investment Advisory Agreement. All Clients are advised that it remains their responsibility to advise Stoic Point of any changes in their investment objectives and/or financial situation. All Clients are encouraged to review investment objectives and account performance with Stoic Point on an annual basis. B. Causes for Reviews Stoic Point maintains an ongoing focus and due diligence on Client accounts. The Firm may conduct account reviews at any time based on the occurrence of an event that alters the Client’s financial picture or as other needs arise.

C. Client Reports SMA Clients will be provided reports on a periodic basis as determined in the respective Client Investment Advisory Agreement, as applicable. SMA Clients will also maintain visibility into their custodial accounts and may review their account positions and performance at any time subject to availability of such data from the custodian. Investors in the Funds receive monthly statements (described in further detail in Item 15, below), annual audited financial statements, and periodic investor letters from Stoic Point’s management.

Item 15: Custody

All Stoic Point Clients must place their assets with a qualified custodian. SMA Clients receive, at least quarterly, account statements directly from their custodian(s), listing account balances, transaction history and any fee debits or other fees taken out of the account. Stoic Point may have written authorization from the Client to deduct advisory fees from the account held with the qualified custodian. In such cases, the Firm recommends that Clients compare the account statements received from their custodian(s) with portfolio review reports and portfolio information available from Stoic Point. Please note the following safeguards: Stoic Point does not maintain physical possession of Client cash or securities. However, Stoic Point is deemed to have custody of the funds and securities of its SMA Clients, as applicable, as a consequence of its authority to make withdrawals from Client accounts to pay its advisory fee. Each time a fee is directly deducted from a Client account, Stoic Point concurrently: i. ii.

sends the qualified custodian an invoice or statement of the amount of the fee to be deducted from the Client’s account; and sends the Client an invoice or statement itemizing the fee. Itemization includes the formula used to calculate the fee, the value of the assets under management on which the fee is based, and the time period covered by the fee.

In addition, Stoic Point is deemed to have custody of the Fund’s assets because it serves as general partner, or equivalent, to the Fund.

Stoic Point has engaged, on behalf of the Fund, an independent auditor that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board in accordance with its rules. Audited financial statements for the Fund are prepared in accordance with U.S. generally accepted accounting principles and are distributed to all Investors within 120 days of the end of the Fund’s fiscal year (subject to reasonable delays in the event of delays by the auditor of the Fund). The Fund is also subject to audit upon liquidation and the audited financial statements are distributed to all Investors promptly after the completion of such audit. Investors should carefully review the Fund’s audited financial statements and compare these statements to any financial information that may be distributed by Stoic Point and/or its fund administrator(s).

Item 16: Investment discretion

Generally, Clients may grant Stoic Point ongoing and continuous discretionary authority to execute investment recommendations in accordance with an agreed upon investment strategy or plan without the Client’s prior approval of each specific transaction. Stoic Point has discretionary authority to determine the securities and other assets and liabilities bought and sold for the Fund, as well as the amounts thereof, without obtaining specific Investor consent and without limitation on such authority other than the guidelines, limitations, and restrictions set forth in the Fund’s operative agreements. Under discretionary authority, as outlined in an executed Investment Advisory Agreement or Fund Offering Documents, Clients allow the Firm to purchase and sell securities and instruments in their account(s), arrange for delivery and payment in connection with the foregoing, and act on behalf of the Client in matters necessary or incidental to the handling of the account, including monitoring certain assets. The only restrictions on this discretionary authority are those set by the Clients on a case-by-case basis. With regard to non-discretionary accounts, in the event that Stoic Point will be responsible for executing transactions, then it will properly secure the applicable client’s permission prior to effecting securities transactions. Stoic Point may also advise non-discretionary accounts for which it is not responsible for executing transactions.

Item 17: Voting client securities

Stoic Point does not accept proxy authority to vote SMA Client securities. Clients will receive proxies or other solicitations directly from their custodian or a transfer agent. If proxies are sent to the Firm, it will forward them to the applicable Client(s) and ask the party who sent them to mail them directly to such Client(s) in the future. Clients can call, write, or email the Firm to discuss questions they can or will have about proxy votes or other solicitations. For the avoidance of doubt, because SMA Clients will receive and are responsible for voting their own proxies, there is no opportunity for SMA Clients to direct a vote cast by Stoic Point. The Firm does accept proxy voting responsibility for the Fund and keeps a log of all such votes cast. As Stoic Point votes proxies on behalf of the Fund as a whole, investors in the Fund do not have an opportunity to direct or influence Stoic Point’s voting of proxies on behalf of the Fund. There may exist a conflict of interest between how Stoic Point may vote proxies and how investors in a Fund may have voted proxies if done independently. Notwithstanding any such potential conflicts, Stoic Point always seeks to vote proxies in a manner in which is in the best interest of the Fund and their respective investors as a whole. Fund investors may request a copy of Stoic Point’s proxy voting policies and procedures by making a request in writing to the email address on the cover page of this brochure.

Item 18: Financial information

Stoic Point does not require or solicit prepayment of more than $1,200 in fees per Client, six months or more in advance. Stoic Point is not subject to a financial condition that is reasonably likely to impair its ability to meet contractual commitments to Clients. Finally, Stoic Point has not been the subject of a bankruptcy petition at any time.

Filings

3 filings to the SEC since October 2021: 3 other. The latest 3:

  1. Aug 14, 202613F-HR EDGAR
  2. May 18, 202613F-HR EDGAR
  3. Feb 17, 202613F-HR EDGAR

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Stakes it holds

Stoic Point Capital Management LLC has told the SEC it owns more than 5% of 1 company, latest first (Schedules 13D and 13G).