WARBURG PINCUS LLC

Warburg Pincus LLC, a New York limited liability company, together with its affiliates (including its relying advisers) (hereinafter collectively referred to as “Warburg Pincus,” the “Firm,” “we,” “us” or “our”), is a global private equity investment firm. We provide investment advisory services to pooled investment vehicles referred to in this brochure as “Funds” and to certain other institutional accounts as described more fully herein (the “Accounts” and, together with the Funds, the “Clients”). Disclosures contained herein with respect to Funds are also generally applicable to Accounts except as the context requires otherwise. Founded in 1966, Warburg Pincus is one of the oldest and most established private equity firms in the world. We are headquartered in New York, with additional investing offices around the world in Beijing, Berlin, Dubai, Hong Kong, Houston, London, Mumbai, San Francisco, São Paulo, Shanghai, Singapore and Tokyo. The Managing Directors of the Firm are our principal owners. No person owns more than 25% of the Firm. Warburg Pincus affiliates serve as advisers, sponsors, general partners, and/or managers of our Funds. Interests in our Funds are privately offered to qualified investors. Along with our own capital commitments to our Funds, we invest third party investors’ capital contributions to our Funds on a discretionary basis, primarily through growth and other investments made by our Funds into operating businesses. Our global Funds are generally offered on the basis of a diversified private equity investment strategy rather than to meet individual objectives of investors. The Firm has also offered, and expects to offer in the future, other funds, including sector or geographically focused companion funds to invest alongside a global fund in certain subsets of investment opportunities. The Firm has also offered, and expects to offer in the future, other purpose funds such as continuation funds, sponsored secondary funds, capital solutions funds, long-term investment funds, real estate funds and semi-liquid funds. Our Funds’ governing documents establish discretionary authority for us to manage the investment and other day-today activities of the Funds, although certain limits on investments such as concentration limits and geographic sub-limits may be established on a Fund-specific basis. Our investment advisory business primarily consists of identifying and selecting investment opportunities for our Clients, and participating in the acquisition, investment management, monitoring and ultimate disposition of our Clients’ investments. Since its founding, the Firm has followed a growth-oriented investment strategy. We seek to make thesisdriven growth capital transactions, early growth platforms, buyout, recapitalizations and other special situation investments across a variety of business sectors and geographic regions to maximize long-term investment returns for our Clients. Our Senior Management, including the committees of the Firm’s Investment Management Group (“IMG”), coordinates the investment advisory business of the Firm on a global basis. The Firm’s Operating Management Group (“OMG”) is made up of the senior operating leadership of Warburg Pincus and oversees the operations of the Firm outside its core investing activities. The IMG and OMG are led by the Firm’s Chief Executive Officer, Jeffrey D. Perlman. Warburg Pincus is a globally integrated tri-asset class investment firm, recognized for its history, scale, and breadth within the private equity industry. We select companies for investment after conducting due diligence and developing a detailed investment thesis. As a fundamental aspect of our private equity investment advisory strategy, we typically take an active role on the boards of directors of the Firm’s portfolio companies—either by designating our employees to such boards of directors or, as deemed appropriate, through nonemployee designees—providing assistance in developing and executing their strategic plans and realizing our investment theses. We invest in privately held and publicly traded

companies. The Firm’s investment professionals focus primarily on growth investing in the following core industry sectors: Technology, Financial Services, Healthcare and Industrials. Additionally, geographyspecific opportunities are pursued in select areas such as Real Estate, select consumer investments in Asia. Our primary existing private equity, capital solutions, long-term investment, and real estate funds are: As of December 31, 2025, Warburg Pincus Private Equity Funds1 Warburg Pincus Global Growth 15, L.P., a global private equity fund established in 2025. Warburg Pincus Financial Sector III, L.P., a financial sector-focused companion fund established in 2024. Warburg Pincus Global Growth 14, L.P., a global private equity fund established in 2022. Warburg Pincus Financial Sector II, L.P., a financial sector-focused companion fund established in 2021. Warburg Pincus China-Southeast Asia II, L.P., a China- and Southeast Asia-focused private equity fund established in 2019. Warburg Pincus Global Growth, L.P., a global private equity fund established in 2018. Warburg Pincus Financial Sector, L.P., a financial sector-focused companion fund established in 2017. Warburg Pincus China, L.P., a China-focused companion fund established in 2016. Warburg Pincus Private Equity XII, L.P., a global private equity fund established in 2015. Warburg Pincus Energy, L.P., an energy-focused-companion fund established in 2014. Warburg Pincus Private Equity XI, L.P., a global private equity fund established in 2012. Warburg Pincus Private Equity X, L.P., a global private equity fund established in 2007. Warburg Pincus Capital Solutions Funds Warburg Pincus Capital Solutions Founders Fund, L.P., a capital solutions-focused private investment fund established in 2023 (together with its parallel funds and alternative investment vehicles, “WPCS FF” and, together with any subsequent capital solutions-focused funds, the “Capital Solutions Funds”). Warburg Pincus Long-Term Investment Funds WP Dynasty Holdings I, L.P., a long-term investment vehicle established in 2023 primarily to acquire “new economy” real estate companies across Asia-Pacific (together with its parallel funds and

The following funds, together with their respective parallel funds and alternative investment vehicles, the “Private Equity Funds” and each, a “Private Equity Fund.”

alternative investment vehicles, “WP Dynasty”). Warburg Pincus Real Estate Funds Warburg Pincus Asia Real Estate, L.P., a Pan Asia-focused asset-level real estate fund established in 2021 (together with its parallel funds and alternative investment vehicles, “WPARE” and, together with any subsequent real estate-focused funds, the “Real Estate Funds”). In addition to the Funds identified above, after December 31, 2025, but prior to filing this Brochure, WP formed Warburg Pincus Partnership Solutions Founders Fund, L.P. a GP-led secondaries fund (together with any subsequent GP-led secondaries-focused funds, the “Secondaries Funds”); Warburg Pincus Access Fund, L.P. a semi-liquid fund (together with any subsequent semi-liquid funds, the “Semi-Liquid Funds”); Warburg Pincus Aegis, SCSp, a European defense fund (together with any subsequent defensefocused funds, “Aegis”); and Warburg Pincus Asia Real Estate II, L.P., a successor fund to WPARE. The Firm has established and generally has discretion to establish other investment vehicles, including managed partnerships and co-investments vehicles for current or prospective investors, subject to the provisions of the applicable Fund governing documents (see Item 11. Code of Ethics, Participation in Client Transactions and Personal Trading, Co-Investments for more information). In addition, Warburg Pincus has established other investment vehicles, including: (i) continuation and sponsored secondary funds, which were utilized in part to generate liquidity for certain Funds or assets, and (ii) investment vehicles established to provide certain investors with access to certain investments through or alongside the Funds.2 Warburg Pincus has also entered into a sub-advisory agreement (the “Sub-Advisory Agreement”) with, and serves as the sub-adviser to, accounts benefiting a reinsurance company, whereby the Firm provides investment sub-advisory services in respect of the reinsurance company’s private fund investments. As of December 31, 2025, Warburg Pincus manages approximately $75.4 billion of net assets (excluding approximately $26.4 billion of uncalled capital commitments) on behalf of its Clients on a discretionary basis, and no assets on a non-discretionary basis.

Warburg Pincus also manages Warburg Pincus XI (Asia), L.P.; WP AUSA, L.P.; WP AUSA I-A, L.P.; WP DVT, L.P.; Warburg Pincus Jovian GG, L.P.; and Warburg Pincus Jovian FS, L.P., private investment funds established in 2017, 2019, 2020, 2022, 2024 and 2024, respectively. Warburg Pincus XI (Asia), L.P. was formed primarily to acquire a fixed percentage of the ownership interests in certain Asia portfolio investments of Warburg Pincus Private Equity XI, L.P. WP AUSA, L.P. was formed primarily to acquire ownership interests in a single portfolio company that was owned partially by Warburg Pincus Private Equity XI, L.P. WP AUSA I-A, L.P. was formed primarily to make follow-on investments in the same portfolio company as WP AUSA, L.P. WP DVT, L.P. was formed primarily to acquire ownership interests in a single portfolio company that was owned partially by Warburg Pincus Private Equity XII, L.P. Warburg Pincus Jovian GG, L.P. was formed primarily to acquire ownership interests in certain portfolio companies that were owned partially by Warburg Pincus Global Growth, L.P., and Warburg Pincus Jovian FS, L.P. was formed primarily to acquire ownership interests in certain portfolio companies that were owned partially by Warburg Pincus Financial Sector, L.P. Warburg Pincus also manages: WPARE N CoInvest, L.P.; WPARE S Co-Invest, L.P.; Verdite Gem Co-Invest, L.P.; Stannite Gem Co-Invest, L.P.; Lazurite Gem Co-Invest, L.P.; and Wulfenite Gem Co-Invest, L.P. as vehicles formed to co-invest with certain investments of Warburg Pincus Asia Real Estate, L.P. Warburg Pincus also manages Warburg Pincus Prosvasi 2023, L.P. in connection with certain investors’ access to investments of Warburg Pincus Global Growth 14, L.P.

Management Fees, Carried Interest With the exception of management fees from the Semi-Liquid Funds, we generally receive management fees—deducted in computing Fund profits—paid to us by the Funds quarterly in advance. As is customary in the private equity industry, our affiliates that act as general partners of our Funds receive an allocation of net profits, or “carried interest.” The management fees and carried interest that we or our affiliates receive from our Funds are predetermined in written agreements among Warburg Pincus, our affiliates and our Funds. Generally, management fees are a percentage of a Fund’s capital commitments, converting after a designated investment period to a percentage of the cost of the remaining assets and decreasing in the later years of the Fund. Management fee percentages for the Private Equity Funds, the Capital Solutions Funds, the Real Estate Funds, and the Secondaries Funds generally range from 1.0 % to 1.5% per annum. As a general matter, management fees will be payable during term extensions unless otherwise agreed with investors. Except as otherwise agreed, the general partner and limited partners who are affiliates, employees, or other designees of Warburg Pincus will not be subject to a Fund’s management fee or other performance-based fees. Typically, the affiliated general partner of our Funds will receive carried interest equal to 20% of the net profits of a Fund.3 From the Semi-Liquid Funds, we will generally receive a management fee payable monthly, in arrears in an amount up to 1.25% per annum of the month-end net asset value attributable to the applicable class investor units of a Semi-Liquid Fund. The management fee will be pro-rated for partial periods. The Semi-Liquid Funds do not have a Stepdown Date (as described below). Warburg Pincus may elect to receive the management fee in cash, investor units in a Semi-Liquid Fund, and/or shares or units of any intermediate entities. Each management fee payment will, as determined in the sole discretion of the general partner of such Semi-Liquid Fund, either (i) result in a reduction of the net asset value of the applicable class of units to which such payment relates, or (ii) result in a reduction in units held by the unitholders of the applicable class. As is typically the case in private equity funds, management fees will be calculated and charged on a basis that generally is not based on the respective Fund’s then-current net asset value. Subject to the Funds’ governing documents and related management agreements, from the effective date of the relevant Fund until a date specified (the “Stepdown Date”), management fees generally will be charged based on a percentage of the relevant Fund’s aggregate commitments (or, in limited circumstances, invested capital). Following the Stepdown Date, management fees generally will be charged and calculated in part based on the average cost basis of all remaining portfolio investments (including, where applicable, a Fundborrowing component (including interest expenses) and the amount of any capitalized transaction-specific expenses, fees, compensation or other similar payments (including transaction-specific expenses, fees, compensation or other similar payments, including any consulting fees, monitoring fees, investment banking fees, advisory fees, transaction fees, fees for services provided by the Value Creation Team or similar fees paid to Warburg Pincus or an affiliate (such fees, the “Portfolio Company Fees”)), less any write-offs. Where the fair market value of an investment exceeds the cost basis relating to such investment, management fees will not be calculated based upon such appreciated value and will instead continue to be calculated based on the cost basis of the applicable investment. Conversely, the relevant private equity Funds’ governing documents do not require management fees to be reduced or refunded following the occurrence of a write-down, decrease (including a significant decrease) in fair value or

Certain continuation Funds and other Funds formed by Warburg Pincus, including a Capital Solutions Fund, a Secondaries Fund, and WP Dynasty, charge reduced management fees and/or carried interest.

other event not constituting a complete realization, such as a partial sale or disposition, reorganization, recapitalization (including recapitalizations involving dividends), roll-over investment in connection with a sale or dividend distribution, except in the case of investments that have been written off pursuant to the relevant governing documents. As a result, with the exception of the Semi-Liquid Funds, the amount of management fees typically will not correspond with fluctuations in the net asset value of individual investments or of a Fund, and will not be reduced in connection with any write-downs (whether temporary or permanent), except in the case of investments written off. The cost basis component of the management fee will include capitalized transaction-specific fees and expenses of unrealized investments including certain fees (such as Portfolio Company Fees) and expenses paid to Service Providers (as defined below), Warburg Pincus or its affiliates. Warburg Pincus will evaluate multiple investments in a portfolio company, on an aggregated basis, to determine whether a Private Equity Fund’s investment in such portfolio company, collectively, should be written off. However, the basis by which the management fee is calculated is described in the relevant Fund’s governing documents, and certain Funds provide for a different methodology for calculating management fees. Each Fund’s governing documents and related management agreements set forth the full list of terms under which management fees will be reduced, offset or otherwise be limited, and consequently investors should expect to bear the full specified management fee rate in the governing documents and related management agreements until they are reduced in the circumstances and on the date(s) specified therein. In addition, Warburg Pincus calls capital from limited partners into Funds as needed to fund investments, cover expenses and other obligations and pay management fees. Management fees payable and other obligations will also be deducted from proceeds from investment realizations. In the event an investment management agreement or a Fund itself would be terminated, any pre-paid fees would be reimbursed to the Fund pro rata based on the portion of the quarter (or other period) for which fees were paid but for which services were not rendered. The Semi-Liquid Funds expect to charge a 15% performance participation allocation on the Excess Profits (as defined in each Semi-Liquid Fund’s governing documents) which will accrue monthly to the general partner (or an affiliate thereof) of a Semi-Liquid Fund (subject to pro-rating for partial periods) and be paid annually. The general partner of a Semi-Liquid Fund will also be allocated a performance participation allocation with respect to any investor units of such Semi-Liquid Fund repurchased during the relevant period, and proceeds received by the relevant investor will be reduced by the amount of such incentive allocation. Performance participation allocations are subject to modification, waiver, or reduction in Warburg Pincus’ sole discretion. The performance participation allocation will, as determined in the general partner’s sole discretion, either: (i) result in a reduction of the net asset value of the applicable class of units to which such payment relates, or (ii) result in a reduction in units held by unitholders of the applicable class. The general partner of a Semi-Liquid Fund may elect to receive the performance participation allocation in units of such Semi-Liquid Fund and/or interests in any lower entity, which may be repurchased by such Semi-Liquid Fund at net asset value at the general partner’s election. Investors holding units reserved for Warburg Pincus and its affiliates will not be charged incentive allocations. Fees assessed, including incentive allocation and management fees, have been and may be in the future substantially reduced or, as is more typical, waived altogether for these investors. Please also see Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading below regarding allocation and for additional information relating to how the Firm generally addresses conflicts of interests. While Warburg Pincus generally does not charge transaction fees, such as sponsor, advisory or monitoring fees, nor does it generally charge fees for any other services that its employees provide to

portfolio companies, Warburg Pincus reserves the right to receive and/or allow an affiliate to receive payment for value creation services or otherwise receive a fee, in certain situations, such as: (i) where Funds are acquiring only a portion of a portfolio investment alongside one or more other investors; (ii) the payment of such fees to one or more entities that supports or is advisable in respect of certain non-U.S. investments for the benefit of a Fund, where Warburg Pincus and/or an affiliate of Warburg Pincus receives a fee; (iii) when a co-investor in the transaction receives a fee; (iv) arranger fees in the case of a Capital Solutions Fund; (v) where certain value creation resources are provided to underlying portfolio companies of Fund investments; or (vi) investment banking fees, consulting fees or monitoring fees or the benefit of any “break-up” fees or advisory, transaction fees or similar fees for services rendered to a Fund or to underlying portfolio investments in which such Fund is making or has an investment. In certain circumstances, employees of Warburg Pincus are permitted to receive directors’ fees, including non-cash compensation, for their service as directors of underlying portfolio companies. A Fund’s pro rata share of any such fee (net of any unreimbursed out-of-pocket expenses incurred in connection therewith) received by Warburg Pincus from a portfolio company is applied 100% to offset the management fee payable by the relevant Fund or is otherwise allocated to the relevant Fund. The allocable portions of any fees (net of any unreimbursed out-of-pocket expenses incurred in connection therewith) paid to Warburg Pincus employees for service as directors of portfolio companies are also applied 100% to offset the management fee or are otherwise allocated to the relevant Fund. Additionally, in the event that certain Warburg Pincus employees and/or investment professionals are specifically allocated fees or carried interest in respect of one or more investment structures utilized for legal, tax, structuring, and/or other reasons in one or more non-U.S. jurisdictions, such amounts generally offset the management fee or the carried interest of the relevant Fund and it is generally intended that such amounts would offset other economic entitlements, as described in the applicable Fund’s governing documents. A portion of such directors’ fees are typically paid in non-cash form (such as stock or options issued by a portfolio company). The Firm seeks to take commercially reasonable steps to realize the value of non-cash directors’ fees and will apply a Fund’s pro rata share of any net realized value to reduce management fees. Such securities are subject to fluctuations in value over time, and may lose some or all value pending any realization, including due to the Firm’s determination as to the timing of such realization (often subsequent to a full exit from the corresponding Fund investment) in which case any management fee offset or other allocation to the relevant Fund would be a lesser value when received. For the avoidance of doubt, fees received in respect of a co-investor or other parties’ allocable share of a portfolio company (which could include co-investment vehicles managed by Warburg Pincus, third parties, portfolio company management or employees, and/or others) in connection with a transaction will not offset the management fee payable by the relevant Fund or otherwise be allocated to the relevant Fund. As a result, in certain situations a Fund will not benefit from (and Warburg Pincus and its affiliates potentially will be permitted to retain) the portion of any fee related to, among other items: (i) co-investors or potential co-investors (which could include co-investment vehicles managed by Warburg Pincus, Service Providers, third parties, current or former portfolio company management or personnel, sellers or members of management that have rolled their interest or reinvested proceeds in the portfolio company and/or other owners); or (ii) the value of profits, participation or equity interests in or relating to the relevant portfolio company, including interests owned by current or former portfolio company management, which have the potential to be significant. Warburg Pincus’ ability to receive such amounts provides it with an incentive to increase the portion of each relevant investment held by such persons. When determining directors of portfolio companies, the Firm in some situations designates a non-Warburg Pincus employee, including a consultant, who has specific skills and experience that would benefit the portfolio company. In such situations, the non-Warburg Pincus employee is generally entitled to retain any consideration received as a director of the portfolio company and such amounts are generally not applied to offset management fees or otherwise allocated to the applicable Fund. As such, when determining directors for portfolio companies, the Firm seeks to maximize the long-term value of the investment, not the amount of the management fee offset, and is not required to seek to maximize the amount of

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Warburg Pincus’ team of approximately 290 investment professionals is one of the largest private equityfocused investment teams in our industry. The Firm focuses on thesis-driven investments in companies with accomplished management teams. Given the global nature of the Firm’s investment activities and broad spectrum of stages in which we invest, the Firm will employ one or more of a broad variety of fundamental investment and market analyses, as appropriate, depending on the prospective opportunity. Growth-Oriented Investing We emphasize growth-focused, thesis-driven investing and seek to balance vintage diversification with nimbly targeting the most compelling risk/reward investment opportunities across certain core industry sectors at any given time. Across the range of the Firm's investments, our aim is to build lasting companies that will perform well in growing industries. Our investment philosophy prioritizes operational performance, especially growth in earnings, rather than exclusively through financial engineering or multiple expansions, positioning the Funds for attractive long-term investment returns throughout economic and capital markets cycles. Warburg Pincus is typically the largest or lead investor in its Private Equity Fund transactions, and, as such, the Firm generally seeks the right to appoint Warburg Pincus representatives to the boards of directors of its portfolio companies. The Firm's Value Creation Team collaborates closely with the Private Equity Funds' portfolio companies and seeks to assist portfolio company management teams strike a balance between driving an efficient cost structure, optimizing investments for revenue growth and leveraging disruptive innovations that can materially improve operating performance. The Firm believes portfolio diversification allows it to preserve a wide range of exit options. The Firm believes that by maintaining a well-diversified portfolio across industry sectors and geographies, it can retain the flexibility to drive timing and structure of exit, enabling it to seize opportunities in varying market conditions. Industry Specialization Our Firm takes a specialized “sector” approach to investing in industries and companies. The Firm’s investment professionals focus primarily on growth investing in the following core industry sectors: Technology, Financial Services, Healthcare and Industrials. Additionally, geography-specific opportunities are pursued in select areas such as Real Estate, select consumer investments in Asia, and defense-related investments in Europe. We believe that this sector approach and the knowledge of our Firm’s professionals in these sectors often provides us with advantages in sourcing, selecting or conceiving investment opportunities and realizing investments.

A Global Investor Warburg Pincus has a long tradition of investing internationally. The Firm is headquartered in New York with additional investment offices around the world in Beijing, Berlin, Dubai, Hong Kong, Houston, London, Mumbai, San Francisco, São Paulo, Shanghai, Singapore and Tokyo. The Firm also has administrative offices in New York, Amsterdam, Luxembourg and Mauritius. Our global approach includes a focus on investing in emerging markets, including China and Southeast Asia, India, Brazil and Central and Eastern Europe, as well as certain frontier markets. We believe these regions are well-suited to the Firm’s growth-oriented investing style and sector expertise. Investment Process & Monitoring Warburg Pincus employs a rigorous investment decision-making process that emphasizes iterative discussions and conviction-building to evaluate potential portfolio investments. The decision-making process begins early in the due diligence phase and involves extensive deliberation within relevant groups—whether by geography, industry sector, or cross-functional teams—to seek to ensure diverse perspectives are thoroughly considered. The Firm’s partnership-oriented culture is aimed to foster informed, transparent, and candid dialogue among decision-makers, drawing on the deep experience of its professionals across industry sectors and geographies. This structured and well-defined process is a key component of the Firm’s ability to navigate complex investment opportunities effectively. All final investment decisions at the Firm are made by the Firm’s Senior Management with the recommendation of, and input from, the applicable IMG Committees. In addition, members of the other IMG Committees are invited as needed to provide sector or geographic input. Our investment professionals perform appropriate due diligence in evaluating potential investments. Our processes and sector specialization also enable us to react quickly to special situations that may develop. Beyond the due diligence process, we believe that much of the investment value is created by working with a portfolio company through the life of an investment. Because of the Firm’s substantial experience with the issues faced by management teams of growth companies, its industry sector knowledge and its advisory network, value creation, and other professionals of the Firm are routinely involved with portfolio companies in broad strategic matters, assisting with finding key management personnel, identifying and evaluating acquisitions, and other strategic decisions and financing issues, all with the objective to build and grow lasting companies that generate attractive returns for our Funds. Investments are reviewed at least quarterly by our Senior Management, including the committees of the Firm’s IMG, and discussed at the Firm’s regular quarterly review meetings. Risks and Conflicts of Interest Associated with the Firm’s Investment Strategies and Methods Risk of Loss The types of investments we seek to make involve a high degree of business and financial risk. Investors in a Fund should be aware that all investments in securities involve a risk of loss of capital that they should be prepared to bear. No guarantee or representation is made that a Fund will achieve its investment objective or avoid substantial losses. An investment in a Fund is speculative and involves certain considerations and risk factors. Each Fund’s offering memorandum includes additional applicable risks to those set out below, and not all of the risks set out below are necessarily applicable to every Fund.

Business and Market Risks A Fund’s investment portfolio will include, among other investments, securities and/or other interests issued by privately held companies, and operating results in a specified period will be difficult to predict. In addition, it is expected that a Fund’s investment portfolio will include, among other investments, companies in an early stage of development, which may not have a proven operating history, may face competition from companies with greater resources or fewer liabilities and may require substantial additional capital to support their operations or to finance expansion. It is expected that a Fund’s investment portfolio will also include investments in public companies listed on exchanges in the U.S. and elsewhere, including, potentially, in each case, formerly privately held portfolio companies that have consummated initial public offerings or been acquired by SPACs during a Fund’s holding period. Public companies are subject to public reporting requirements that could have a significant impact on the valuation of their shares on any given trading day. The foregoing investments involve a high degree of business and financial risk that can result in substantial losses. In particular, these risks could arise from changes in the financial condition or prospects of the company or entity in which the investment is made, changes in national or international economic and market conditions (including the global credit markets and exchange rates), and changes in laws, regulations, fiscal policies or political, diplomatic and socioeconomic conditions of countries in which investments are made, including the risks of war, revolutions, pandemics and the effects of terrorist attacks, among others. The possibility of partial or total loss of capital will exist, and investors should not invest unless they can readily bear the consequences of such loss. Lack of Diversification; Limited Number of Investments While Warburg Pincus has historically sought to balance domestic and international investments in its global Funds across its core industry sectors and across all stages of company development, there is no assurance as to the degree of diversification that will actually be achieved in a Fund’s investments. The Firm’s sector and geographic-focused companion funds will likely offer less diversification than the Firm’s global Funds. Furthermore, a Fund may, subject to the terms of the applicable partnership agreement, ultimately make only a limited number of investments, and accordingly, the performance of one or more substantial investments may have a significant impact on the overall performance of a Fund. To the extent that a Fund concentrates its investments in a particular issuer, sector or subsector, industry, asset type or geographic location, its investments will become more susceptible to fluctuations in value resulting from adverse economic or business conditions with respect thereto. Furthermore, to the extent that the capital commitments raised are less than the targeted amount or a Fund requires an extended period of time to raise such capital commitments, such Fund may not be able to implement its investment strategy or achieve its investment objectives in the intended manner or on the intended timeline. Such Fund will likely invest in fewer portfolio companies and/or decline certain investment opportunities if there is insufficient capital available, and thus be less diversified. Additionally, a Fund’s organizational expenses could be higher if its fundraising period continues for an extended period. Changes in Investment Focus Other than in the case of industry-focused companion funds, the Real Estate Funds, WP Dynasty, Aegis, and continuation funds, Funds are generally not restricted in terms of the percentage of their capital that can be invested in a particular industry and are subject to only very limited restrictions on their permissible investments, but may be restricted as to the percentage of their capital that may be invested in a single portfolio company, or as to geographic concentration. Many factors are expected to contribute to changes in emphasis in the construction of a Fund’s portfolio, including changes in market or economic conditions or regulation as they affect various industries and changes in the political or social situations,

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Warburg Pincus and its affiliates serve as advisers, sponsors, general partners, and/or managers of the Funds and as investment sub-advisers to a reinsurance entity. Our Funds are generally pooled investment vehicles offered on the basis of a predetermined investment strategy rather than to meet the individual objectives of its investors. In addition, as described above in Item 4. Advisory Business, Warburg Pincus has established other investment vehicles, including continuation, co-investment and sponsored secondary funds. Interests in our Funds are privately offered from time to time to qualified investors. Investors in our Funds generally include state, city and corporate pension plans, financial and insurance institutions, sovereign wealth funds, foundations, endowments, executives of portfolio companies, certain of our

employees, and other individuals. Our Funds are not registered or required to be registered under the Investment Company Act of 1940. While the other Funds are also exempt from registration under the Exchange Act, a Semi-Liquid Fund has registered its units under the Exchange Act when so required. When offered, the Funds typically require a minimum commitment from investors, which may differ by type of investor, and which may differ from Fund to Fund depending on the Firm’s view of the prevailing market terms at the time of the offering; however, we have discretion to accept a lower commitment amount.

As discussed in Item 5. Fees and Compensation, Warburg Pincus, through its general partner affiliates, generally receives a carried interest equal to 20% of the net profits of most Funds it manages, although the carried interest in respect of certain Funds and investment vehicles is a lower amount, and, in limited circumstances, could be higher or lower based on the performance of the Fund, and will charge a performance participation allocation fee with respect to the Semi-Liquid Funds. The Firm will form parallel or co-investment vehicles to facilitate investments in or alongside the Funds, with or without fees or carried interest (including reduced fees and/or carried interest), by its partners and employees as well as by other individuals (including their related estate and tax planning vehicles). The Firm will also, in its sole discretion, provide co-investment opportunities or form managed accounts or similar arrangements, with or without fees or carried interest, to current and prospective limited partners or other persons, including other sponsors, market participants, finders, Consultants and other service providers (including suppliers, vendors, lenders, law firms (including Fund or transaction counsel), transaction service providers and their respective affiliates, personnel and related investment vehicles (together, “Service Providers”)), portfolio company management or personnel, or other third parties for a variety of reasons including strategic reasons relating to our investment advisory business (see Item 11. Code of Ethics, Participation in Client Transactions and Personal Trading, Co-Investments for more information). The existence of carried interest and performance participation allocations creates an incentive for Warburg Pincus to operate the relevant Fund in a riskier, more speculative or other manner that is less favorable to investors than it would otherwise be the case in the absence of such carried interest, although Warburg Pincus generally considers performance-based compensation to better align its interests with those of its investors, particularly in instances where a Fund’s governing documents include terms requiring clawback or giveback of performance-based compensation amounts at the end of the relevant Fund’s life or at certain interim intervals.

The Firm has also offered, and may offer in the future, other Funds, including industry-sector or geographically focused companion Funds, Semi-Liquid Funds, and/or managed accounts or similar arrangements, to invest alongside a global Fund in investment opportunities. The allocation of investment opportunities as between a global Fund and such other Fund, if applicable, would be subject to guidelines and restrictions set forth in each Fund’s governing documents and as determined by Warburg Pincus in good faith is appropriate after taking into account such considerations as the allocation guidelines applicable to the Funds and/or Accounts, the capital available to the Funds and/or Accounts, the size of the transactions, portfolio diversification, investment guidelines, risk allocation, contractual prohibitions, the potential amount of follow-on investing that may be required for such investments and the other portfolio investments of such Funds, and the relation of such opportunities to the investment strategies of the Funds and/or Accounts, as well as portfolio balance, subject, in each case, to the applicable requirements of each Fund’s or Account’s respective governing documents. Allocations will also be subject to legal, tax, regulatory, accounting and other similar considerations. In addition, as described above in Item 4. Advisory Business, Warburg Pincus has established other investment vehicles, including continuation, co-investment and sponsored secondary funds that were utilized in part to generate liquidity for certain Funds. Funds generally pay varying management fees and carried interest at different stages in their timeline and, in the context of carried interest, based on the outcome of the investments they have made. The Firm has an incentive to allocate more time, resources or investment opportunities to Funds that pay higher management fees and/or carried interest or for other reasons that will present conflicts of interest. The Firm’s practice is generally to make investment decisions with respect to a particular portfolio company concurrently for all applicable Funds and co-investment vehicles. The Firm, however, will only be required to do this pursuant to the terms of the applicable Funds’ governing documents. Potential conflicts of interest associated with the allocation of investment opportunities are mitigated in that the Firm generally makes new investments for one Fund and, as applicable, one or more companion Funds at a given time and does not make investments for another Fund with similar investment objectives until the predecessor Fund is substantially fully invested or committed. A follow-on investment opportunity in a portfolio company is generally reserved for the Fund or Funds that originally invested in the portfolio company, subject to the guidelines and restrictions of the Fund’s governing documents and/or approval of the applicable Fund advisory committees and various factors including the availability of capital in a Fund. During the transition period from a predecessor Fund to a successor Fund, investment opportunities are permitted to be allocated between the two Funds (in addition to companion Funds, Semi-Liquid Funds, and/or managed accounts or similar arrangements) pursuant to guidelines and restrictions of the respective Fund’s governing documents and/or as approved by the relevant Fund advisory committees and allocations of investments and fees and expenses associated with such investments may be appropriately made and adjusted based on such governing documents and/or approvals (see Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading, Allocation of Investment Opportunities with Other Entities for additional information regarding the allocation of investment opportunities).

With respect to our international investment advisory business activities, we may rely on the personnel and resources of our wholly owned “Relying Advisers” disclosed on Schedule R of Form ADV Part 1. Each Relying Adviser and its personnel operate under the supervision and compliance oversight of the Firm. Additionally, Warburg Pincus expects to make proprietary investments in third-party financial services companies or other companies that may not be appropriate for or available to a Client. For structuring reasons, and as permitted in the governing documents for the relevant Fund, Warburg Pincus has also made and reserves the right to make certain portfolio investments through a Relying Adviser for the benefit of one or more Funds. Industry Relationships We have numerous business relationships throughout the financial industry that assist us with the full spectrum of our investment activities and administrative matters for our Funds, including providing credit facilities to both the Funds and Warburg Pincus. We do not have any specific relationships with third party financial institutions that we consider to be material to our advisory business. In connection with fundraising efforts, we have entered into arrangements with financial institutions to sponsor or arrange feeder funds to invest in existing Funds and have engaged placement agents (each, a “Placement Agent,” and together, the “Placement Agents”) with respect to Funds generally or in particular jurisdictions or with respect to specific categories of investors, and in such capacity would not (to Warburg Pincus’ knowledge) act as investment advisers to potential investors in connection with the offering of the interests, even if a separate investment advisory or trustee relationship were to exist independent of the investment in a Fund. The Placement Agents will, in certain circumstances, receive a fee or other compensation based upon the amount of interests committed to by investors that each such Placement

Agent introduces to Warburg Pincus or such other basis as Warburg Pincus determines to be reasonable. Such compensation may include a share of management fees, carried interest, performance fees and/or other fee revenue. At various times, the Placement Agents will act as placement agents for other fund sponsors and funds, including unaffiliated fund sponsors and funds, which may offer interests that are similar to a Fund’s interests. Those unaffiliated sponsors may pay placement fees on terms different from the fees that the Placement Agents will receive from Warburg Pincus, and this difference in fees will likely influence the Placement Agents to introduce or not introduce potential investors to Warburg Pincus. Two institutional investors receive, in the aggregate, approximately 10% of the Firm’s carried interest stream, and other institutional investors receive a share of the economics of individual Funds. In each case, the institutional investors’ investments are passive, providing them with no approval, veto or similar governance rights with respect to investment decisions by the Firm. We believe that these primary investments strengthen the Firm and ultimately benefit our Funds and limited partners. Warburg Pincus reserves the right to, but is under no contractual duty to, offer co-investment opportunities to these investors, subject to and in accordance with the Firm’s co-investment policies (see Item 11. Code of Ethics, Participation in Client Transactions and Personal Trading, Co-Investments for more information). These investors have extensive worldwide holdings that may include enterprises that provide services or engage in transactions with Warburg Pincus and portfolio companies, which Warburg Pincus believes would be on an arm’s-length basis. They may also invest, directly or indirectly, in or alongside Funds, including on a no-fee, no-carried-interest basis. They also hold interests in certain of the Funds and in certain other investment advisers unaffiliated with Warburg Pincus that may compete with Warburg Pincus for investment opportunities. The Firm’s Capital Markets Group manages our relationships with broker-dealers and investment and commercial banks. In addition to providing transaction execution, these relationships will serve to provide insight and opportunities to the Firm, our Funds and portfolio companies. We select financial institutions to execute transactions on behalf of the Clients on a “best execution” basis (see Item 12. Brokerage Practices for more information) and also assist portfolio companies with their selection of financial institutions for capital markets transactions entered into by portfolio companies, such as debt and equity financings or mergers and acquisitions. Although the Firm does not charge fees to portfolio companies for assisting with capital markets transactions, such relationships will give rise to conflicts of interest as between the Firm, the Funds and portfolio companies. As with other private equity fund sponsors, as part of Warburg Pincus’ business, the Firm and its personnel have developed many relationships with third parties that have the potential to raise conflicts of interest. Such third parties include, but are not limited to, investment bankers, consultants, professional advisors (such as attorneys and accountants), private equity, venture capital and debt investors and their affiliated investment funds, other sponsors, investors in the Funds, co-investors, current and former directors, officers and employees of current and former portfolio companies and former employees and partners of Warburg Pincus. Certain of such third parties and/or their affiliates will: (i) introduce investment opportunities to Warburg Pincus; (ii) arrange for, or facilitate the financing of, the purchase or recapitalization of actual or potential portfolio companies; (iii) introduce portfolio companies to potential acquisition or merger candidates; (iv) introduce Warburg Pincus to potential buyers of portfolio company securities; (v) facilitate the acquisition or disposition of portfolio company securities; (vi) provide investment banking, consulting or advisory services to Warburg Pincus, the Funds or portfolio companies; invest in Funds (including on a no-fee, no-carry basis); (vii) co-invest in portfolio companies; or (viii) provide other significant business or investment services to or otherwise transact with, including the direct purchase or sale of portfolio companies from or to, Warburg Pincus, the Funds and portfolio companies. In other circumstances, these third parties provide personal banking, private wealth or lending arrangements and other investment services and opportunities to Warburg Pincus personnel and their

estate-planning vehicles. Such third parties will in certain cases receive direct commercial compensation from a portfolio company, a Fund, Warburg Pincus or its personnel for providing these services, which compensation and services are intended to be on an arm’s-length basis, and such amounts are not offset against the management fee of the relevant Fund. Certain consultants are permitted to participate in equity interests in the portfolio companies, including through structured interests, loans, profit interests or similar arrangements provided by a Fund (see Item 5. Fees and Compensation, Consultants for more information). Warburg Pincus seeks to reduce potential conflicts of interest resulting from such arrangements by structuring compensation packages for such persons in a manner that Warburg Pincus believes will align such persons’ interests with those of the applicable Fund’s limited partners. However, there can be no assurance that no other Service Provider is more qualified to provide the applicable services or could provide such services at a lesser cost. Additionally, certain personnel of Warburg Pincus may invest into investment funds, vehicles or accounts sponsored by other third parties, including private equity, public equities, venture capital, real estate, credit and other investment strategies as well as brokerage accounts, and have family members or relatives employed by such third parties. Partners of Warburg Pincus will obtain personal financial and other services on arm’s-length terms from banking institutions, asset managers, investment advisors, fund sponsors and other third parties that also provide services to the Funds and portfolio companies, which include arrangements relating to financing personal commitments to Funds. Warburg Pincus has certain programs under which portfolio companies owned by the Funds are given the option to participate in purchasing, vendor or similar arrangements with Warburg Pincus, its affiliates and other portfolio companies. Program participants expect to receive discounts negotiated and/or higher service levels with certain, but not all, Service Providers on a group-wide basis. Participants voluntarily participate without any program related charges being assessed. Warburg Pincus and its affiliates have in the past and may also in the future participate in the program and receive similar benefits and discounts as the portfolio companies participating therein. No such amounts will result in additional offsets to the management fee borne by a Fund. In certain cases, such arrangements will involve the sharing of risk, such as under group insurance arrangements where deductibles are shared or calculated with regard to the group rather than individual insured parties. Warburg Pincus believes the potential for conflicts relating to such arrangements is mitigated by the anticipated benefit (i.e., cost savings) to portfolio companies (which is expected to be to the benefit of the applicable Fund(s)) that will result if the negotiated rates for goods and services are offered at a greater discount than widely available in the market (though the Firm will not undertake any benchmarking of market terms to confirm). Although the Firm will not actively seek for itself discounts from Service Providers to a Fund, in certain circumstances, certain Service Providers charge different rates or have different arrangements for services provided or provide tangible and/or intangible benefits to Warburg Pincus as compared to services provided to a Fund and/or its portfolio companies, which will result in Warburg Pincus receiving more favorable rates or arrangements with respect to services provided to it by such Service Providers than those payable by a Fund and/or its portfolio companies, or Warburg Pincus receiving a discount on services even though a Fund and/or its portfolio companies receive a lesser, or no, discount. Warburg Pincus has incentives to use or to recommend products or services of one portfolio company to another, which generally will involve fees, commissions, servicing payments or other compensation being paid from one portfolio company to another. Potential conflicts of interest arise in making such recommendations, as Warburg Pincus has incentives to maintain goodwill between it and its former, existing and prospective portfolio companies, and as a result the products or services recommended may not necessarily be the best or lowest cost option. In most cases, the relevant Fund(s) will not consent, participate in the negotiations or be directly involved in such arrangements. Warburg Pincus and its affiliates and personnel are permitted to receive the benefit of “friends and family” and similar discounts from portfolio companies owned by the Funds under which such portfolio companies make their goods

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Code of Ethics and Personal Trading We have adopted a code of ethics pursuant to Rule 204A-1 under the Advisers Act (the “Code of Ethics”), which sets forth fiduciary principles and certain standards of business conduct for the Firm, our employees and others who we may designate under the Code of Ethics (“Supervised Persons”). The principles affirmed in our Code of Ethics include a requirement to act in the best interest of the Accounts, our Funds and Fund investors, to avoid personal conflicts of interest, to appropriately use our position of trust and to protect and prevent the misuse of nonpublic information that we possess. Our Code of Ethics includes personal trading restrictions such as a general prohibition from personal trading in our portfolio companies (other than pre-approved sales of distributions in kind) and other companies while they are under review by the Firm. It also includes requirements for certain recordkeeping, reporting, disclosure and attestations by our Supervised Persons. Unless restricted by the Funds’ governing documents, Supervised Persons are permitted, subject to Compliance review and approval, to serve on boards or act in other roles unaffiliated with Warburg Pincus, the Funds or their portfolio companies, including boards of charitable and educational institutions, public companies and former portfolio companies, and receive compensation in connection with such services and roles, none of which will offset or otherwise reduce management fees. To the extent an investment opportunity is received that is unsuitable for a Fund, in Warburg Pincus’ sole discretion, Warburg Pincus and its personnel reserve the right to refer such opportunity to third parties or to make personal investments in the relevant opportunity. The Firm actively seeks to avoid conflicts of interest from our Supervised Persons’ personal investments and activities by requiring pre-clearance of most personal investments and outside business activities, declining to approve or establishing procedures to manage potential conflicts from personal investments or activities, and requiring escalation of actual conflicts of interest to the Firm’s Chief Compliance Officer. Our Code of Ethics also requires confidential treatment of information acquired at the Firm and contains policies addressing political contributions and the giving of or accepting gifts, among others. The Firm has also established an Oversight Committee to assist with respect to internal policies and procedures relating to compliance matters. Warburg Pincus, its affiliates, and equity holders, officers, principals and employees of Warburg Pincus and its affiliates reserve the right to buy or sell securities or other instruments that Warburg Pincus has recommended to a Fund. Any such transactions are subject to any restrictions in the governing documents of the applicable Funds and any related policies and procedures set forth in Warburg Pincus’ Code of Ethics. The investment policies, fee arrangements and other circumstances of these investments generally vary from those of any Fund. Employees and related persons of Warburg Pincus have, and are expected to continue to have, capital investments in or alongside certain Funds, or in prospective portfolio companies directly or indirectly, as well as in investment vehicles (including private funds) sponsored by potential competitors, and therefore expect to have additional potential conflicting interests in connection with these investments.

Clients may request a copy of our Code of Ethics by writing to Warburg Pincus LLC, 450 Lexington Avenue, New York, New York 10017, Attention: Chief Compliance Officer. However, Warburg Pincus reserves the right to refine and modify the Code of Ethics and its other policies and procedures over time. No investor or prospective investor should invest with Warburg Pincus on the basis of, or otherwise rely on, the provisions thereof, and any such refinements or modifications have the potential materially to affect the investments available to the Funds or the expenses borne thereby. Participation in Client Transactions We are active investors in our Funds, with the Firm, our partners and professionals committing significant amounts of their own capital to invest alongside or through the Funds in a fixed percentage of all of the relevant Fund’s investment activity. Our professionals’ investments alongside a Fund are typically without management fees or carry. The Firm and our employees are also permitted to acquire Fund limited partner interests in secondary transactions. Generally, our employees are not permitted to make personal investments in our portfolio companies other than through their investment in our Funds or parallel funds. We believe this structure serves to align the interests of our Firm and our professionals with those of our Funds and our investors. The Firm is permitted to elect, in lieu of selling securities of a portfolio company for cash on behalf of a Fund, to make a distribution in kind of marketable securities to investors in the Fund, including the Firm and our professionals (either deriving from Firm or personal investments in the Funds and/or from our carried interest), thereby allowing distributees to make their own selling decisions. After a distribution in kind, the Firm and our professionals will refrain from selling such securities for their own account for a period of time while investors may dispose of such securities should they determine to do so. In addition, certain of our Funds permit the general partner in connection with a distribution of net proceeds from the sale of a portfolio investment to elect to receive all or a portion of its carried interest in the form of an in kind distribution of such investment. Distributions in kind are generally valued based on the average closing price of the security across a certain number of days following the distribution. In such circumstances, there is a potential conflict of interest between Warburg Pincus (and its beneficial owners) and the relevant Fund’s limited partners. For example, Warburg Pincus and its beneficial owners may intend to hold the investment for a different time period than Warburg Pincus deems suitable for the Fund. Although Warburg Pincus and its beneficial owners bear the risk that such securities will decrease during their holding period, to the extent the value of the relevant securities increases following the Fund’s disposition thereof, neither the relevant Fund nor its limited partners will benefit from the increase, and over time the economic benefit to Warburg Pincus and its beneficial owners could exceed the value of Warburg Pincus’ pro rata interest in the Fund and the amount of carried interest owed. To the extent the beneficial owners of Warburg Pincus contribute such securities to a charity (including to a private foundation or other charitable organization associated with, operated or chosen by such persons or their families), any tax efficiencies or other personal benefits associated with the contribution will inure to the benefit of such beneficial owners rather than to the Fund or its limited partners. To further mitigate potential conflicts of interest, Warburg Pincus operates as one firm and one partnership with a single carried interest structure for allocating profits among the Firm’s partners and other professionals. A substantial portion of our professionals’ compensation is directly linked to the investment performance of our Funds.

Allocation of Investment Opportunities with Other Entities and Conflicting Fiduciary Duties to Other Entities With respect to the Private Equity Funds, the Firm generally makes new investments for one global Fund—or as applicable, one global Fund and one or more companion Funds—at a given time and does not make investments for another global Fund until the predecessor global Fund is substantially fully invested or committed. A follow-on investment opportunity in a portfolio company is generally reserved for the Fund that originally invested in the portfolio company, subject to the guidelines and restrictions of the Fund’s governing documents and/or approval of the Fund’s advisory committee and various factors, including the availability of capital in a Fund. During the transition period from a predecessor Fund to a successor Fund, investment opportunities will be allocated between the two Funds pursuant to guidelines and restrictions of the respective Fund governing documents and/or as approved by the relevant Fund advisory committees, and allocations of investments, and fees and expenses associated with such investments, are adjusted based on such governing documents and approvals. In other circumstances, during the period that a portfolio company is owned by a Fund, it could acquire size, revenue or other characteristics that would make it a suitable investment for one or more other Funds. In addition, a Fund’s governing documents provide Warburg Pincus with wide-ranging authority to make determinations such as the end of a Fund’s investment period and the beginning of a successor Fund (including timing determinations relating to each of the foregoing). Such determinations generally dictate whether a predecessor or successor Fund will be allocated investment opportunities, and therefore Warburg Pincus faces conflicts of interest in making such determinations. A companion fund will generally invest alongside the applicable global Fund in accordance with the respective Fund governing documents and/or as approved by the relevant Fund advisory committees. For the avoidance of doubt, successor funds to companion funds and successor funds to Funds that are not companion funds may have differing investment strategies than their predecessor funds and may be a companion fund to a Fund with respect to all or a portion of such subsequent fund’s investment strategy. Warburg Pincus expects to be presented with certain investment opportunities that potentially fall within the investment objective of a Fund and other investment funds or Accounts. In such circumstances, Warburg Pincus expects to allocate such opportunities among a Fund and such other Funds and/or Accounts on a basis that Warburg Pincus determines in good faith is appropriate, taking into consideration certain factors, including, without limitation, the allocation guidelines applicable to the Funds and/or Accounts, the capital available to the Funds and/or Accounts, the size of the transactions, portfolio diversification, investment guidelines, risk allocation, contractual prohibitions, the potential amount of follow-on investing that may be required for such investments and the other portfolio investments of such Funds or Accounts, and the relation of such opportunities to the investment strategies of the Funds and/or Accounts, as well as portfolio balance, subject, in each case, to the applicable requirements of each Fund’s or Account’s respective governing documents. Warburg Pincus takes into account the expected return profile of an investment opportunity in making certain allocation decisions. There can be no assurance that an investment will ultimately yield the expected return that an allocation decision was based on. Except as expressly permitted in a Fund’s governing documents, none of the Firm’s employees will be allocated investment opportunities that are suitable for a Fund without the consent of such Fund’s advisory committee. Notwithstanding the foregoing, on occasion, the general partner of a Fund, Warburg Pincus or certain other partners, members or employees of Warburg Pincus are expected to hold interests directly at the portfolio investment level or otherwise outside of Warburg Pincus to satisfy local regulatory or tax requirements, typically in circumstances anticipated to benefit such Fund or certain investors. Warburg Pincus has established, and reserves the right to establish, (a) one or more investment funds, vehicles, or accounts that are advised, sub-advised, managed, or sponsored, directly or indirectly, by Warburg Pincus and which are: (i) structured as investment companies, business development companies,

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Our investment strategy typically involves making direct long-term investments in companies on behalf of our Funds. As such, the Firm does not routinely trade public securities on behalf of Funds. Our utilization of broker-dealers and investment and commercial banks (“Securities Firms”) most often involves exiting a portfolio company investment either in an underwritten offering or through open market sales, or to advise us in the purchase or sale of an investment. We will also invest in a public company through a private placement or underwritten offering or accumulate or add to a position through open market purchases. We have discretionary authority to select Securities Firms to act on behalf of our Funds, and may have significant influence with respect to a portfolio company’s selection of Securities Firms in connection with capital markets transactions. Subject to the Firm’s policies and procedures and the applicable Funds’ governing documents, the Firm will occasionally cause more than one Fund to invest in the same portfolio company. We will engage a Securities Firm to purchase or sell the same securities on behalf of more than one Fund. When practicable and deemed to be in the best interest of each relevant Fund, the Firm will dispose of shares held in separate Funds side-by-side at the same time. The Firm, however, may not be required to do this, subject to the terms of the applicable Funds’ governing documents. Securities trades across multiple Funds that are not aggregated are typically subject to higher transaction costs than if they had been aggregated. The Firm selects Securities Firms on a “best execution” basis. Best price, after giving effect to commissions and transaction costs, is a factor in this decision, but the Firm takes into account many other factors of best execution for a specific transaction, including reputation, creditworthiness and financial stability of the Securities Firm, the quality of services, such as market-making, distribution and execution, clearing and settlement and research, as well as the Firm’s business relationship with the Securities Firm. Accordingly, transactions may not be executed at the lowest available price or commission. The Firm has no formal arrangements with Securities Firms to receive research or other products or services other than execution, and the Firm does not have any soft dollar or commission sharing agreements in place that would require the Firm to provide any specified amount of brokerage business to a Securities Firm. The Firm, however, receives research reports from paid subscription services as well as free of charge from Securities Firms that provide or seek to provide services to the Firm, the Funds or portfolio companies. Any information received from Securities Firms is consistent with the safe harbor for brokerage and research services under Section 28(e) of the Securities Exchange Act of 1934. When the Firm receives research or other information from a Securities Firm free of charge, it could be viewed as receiving a benefit it does not have to pay for, and the Firm could be viewed as having an incentive to select or recommend a Securities Firm for a transaction on behalf of a Fund or portfolio company based on its interest in receiving such benefits rather than on receiving most favorable execution. The Firm’s Capital Markets group manages our relationships with Securities Firms and monitors the capital markets for opportunities for our Funds and portfolio companies.

Benefits from Services to Funds and their Investments In connection with its services to the Funds and their investments, Warburg Pincus, its affiliates and personnel expect to receive the benefit of certain tangible and intangible benefits. For example, in the course of Warburg Pincus’ operations, including research, due diligence, investment monitoring, operational improvements and investment activities, Warburg Pincus and its personnel expect to receive and benefit from information, “know-how,” experience, analysis, and data relating to Fund or portfolio investment (as applicable) operations, terms, trends, market demands, customers, vendors, and other metrics (collectively, “Warburg Pincus Information”). In many cases, Warburg Pincus Information will include tools, procedures and resources developed by Warburg Pincus to organize or systematize Warburg Pincus Information for ongoing or future use. Although Warburg Pincus expects the Funds and their portfolio investments generally to benefit from Warburg Pincus’ possession of Warburg Pincus Information, it is possible that any benefits will be experienced solely by other or future Funds or portfolio investments (or by Warburg Pincus and its personnel) and not by the Fund or portfolio investment from which Warburg Pincus Information was originally received. Warburg Pincus Information will be the sole intellectual property of Warburg Pincus and solely for the use of Warburg Pincus. Warburg Pincus reserves the right to use, share, license, sell or monetize Warburg Pincus Information, without offset to management fees, and the relevant Fund or portfolio investment will not receive any financial or other benefit of such use, sharing, licensure, sale or monetization. Additionally, expenses relating to the Funds or portfolio investments are expected to be charged using credit cards or other widely available third-party rewards programs that provide airline miles, hotel stays, lodging or travel rewards, rental cars, traveler loyalty or status programs, “points,” “cash back,” rebates, discounts and other arrangements, perquisites and benefits under the available terms of such reward programs. Such terms are expected to vary in certain instances, and any such rewards (whether or not de minimis or difficult to value) generally will inure to the benefit of the personnel participating in the rewards program, rather than the portfolio companies, the Funds or their respective investors; no such rewards will offset management fees.

The Firm does not participate in arrangements with non-Clients that result in the Firm receiving an economic benefit for providing investment advice or other advisory services to its Clients. Neither the Firm nor any of its related persons compensate any person that is not a Supervised Person of the Firm for Client referrals. As discussed above in Item 10. Other Financial Industry Activities and Affiliations, Industry Relationships, Warburg Pincus reserves the right to enter into solicitation arrangements pursuant to which it compensates third parties for referrals that result in a potential investor becoming a limited partner in a Fund. These arrangements generally are disclosed in the relevant Fund’s Form D.

Neither the Firm nor its management persons have been subject to legal or disciplinary events that are material to the Firm’s advisory business or that would be material to existing or prospective investors’ evaluation of the Firm’s advisory business or the integrity of its management persons.

As discussed above in Item 8. Methods of Analysis, Investment Strategies and Risk of Loss, investments are reviewed at least quarterly, including by the committees of the Firm’s IMG, and are discussed at the Firm’s regular quarterly review meetings. Investors in our Funds receive written annual reports with audited financial statements and quarterly reports with unaudited financial statements. In addition to general Fund reporting, Warburg Pincus expects to provide certain investors with additional or more frequent information that other investors will not receive (e.g., under a Side Letter or in response to diligence or other requests).

Warburg Pincus generally expects that it will be deemed to have “custody” (within the meaning of Rule 206(4)-2 of the Advisers Act (the “Custody Rule”)) of funds or securities held in the name of one or more Funds, subject to certain exceptions set forth in the Custody Rule and related guidance. Warburg Pincus intends to maintain such funds and securities with independent qualified custodians in accordance with the Custody Rule. Warburg Pincus does not have “custody” of the Accounts’ funds and securities, and such “custody” is retained by the investment adviser to the Accounts. Our Funds are audited annually by Ernst & Young LLP or an affiliate thereof, which is registered with and subject to regular inspection by the Public Company Accounting Oversight Board, and audited financial statements are delivered to investors in our Funds.

Our affiliates serve as general partners of the Funds. Along with our own capital commitments to our Funds, we invest and manage third party investors’ capital contributions to our Funds on a discretionary basis in accordance with the investment objectives, guidelines and restrictions set forth in each Fund’s offering and/or governing documents and manage the relevant assets of the Accounts on a discretionary basis in accordance with a Sub-Advisory Agreement. Our discretionary authority is contractually established pursuant to our Funds’ governing documents and, in respect of the Accounts, pursuant to a Sub-Advisory Agreement. Such authority remains in effect throughout the life of a Fund and may only be terminated in limited circumstances. Our Funds’ governing documents typically set certain limits on investments such as concentration limits and geographic sub-limits.

We have discretionary authority to vote the securities held by our Funds pursuant to our Funds’ governing documents. Our policy is to vote securities or proxies of portfolio companies in the best interests of our Funds, consistent with our investment advisory mandate to maximize our Funds’ long-term investment returns. The Firm may determine not to take action on proxies relating to short-term cash management. It is common, and our investors anticipate, that the investments we select for our Funds will include representation on a portfolio company’s board of directors in order to enhance the Firm’s oversight and ability to influence the strategic direction and governance of the portfolio company. Given our participation in board matters, our Funds’ best interests are most often served by voting in support of the recommendations of the portfolio company’s board of directors. If a conflict of interest should arise with respect to a portfolio company proxy vote, the Firm will independently review and evaluate the portfolio company proxy proposal and the circumstances surrounding the conflict to determine the vote that would be in the best interest of the Funds. Certain conflicts of interest may be presented to the advisory committee of the applicable Fund, which consists of representatives of certain investors in the Fund. Additionally, we believe that the Firm’s interests and those of our Funds are aligned through our own investment in the Funds, and we do not anticipate a situation where our interests would conflict with maximizing long-term investment returns for the Funds. Clients may obtain information about how the Firm voted portfolio company proxies on their behalf or more information about our proxy voting policies by writing to Warburg Pincus LLC, 450 Lexington Avenue, New York, New York 10017, Attention: Chief Compliance Officer.

We are not aware of any financial condition that is reasonably likely to impair our ability to meet our contractual commitments to our Clients. We have not been the subject of a bankruptcy petition within the preceding 10 years.