Wolf Hill Capital Management, LP

A. Wolf Hill Capital Management, LP (the “Firm,” the “Investment Manager” or “Wolf Hill”) was founded in October 2018 and is organized as a limited partnership under the laws of the State of Delaware. Wolf Hill’s principal owner is Gary Lehrman, Founder and Chief Investment Officer. B. Wolf Hill is an investment adviser providing discretionary investment advisory services to a variety of clients utilizing a long and short investment strategy investing in equity and debt securities of issuers where the Investment Manager believes it has a margin of safety and a highly asymmetric risk/reward ratio based on the Investment Manager’s fundamental valuation work. Wolf Hill does not provide investment advice except for limited types of investments. Currently, the Firm manages the assets of two privately pooled investment vehicles pursuant to a mini master investment structure. The Firm’s private pooled investment vehicles are:

Wolf Hill Partners, LP, a Delaware limited partnership (the “Onshore Fund”) Wolf Hill Offshore Fund, Ltd., a Cayman Islands exempted company (the “Offshore Fund”)

The Offshore Fund invests all or substantially all of its assets in the Onshore Fund. Collectively, the Onshore Fund and Offshore Fund are referred to herein as the “Funds” and each a “Fund.” In addition, the Firm engaged five separately managed account clients (“SMA Clients”) serving as the subadvisor with discretionary trading authority over the respective separately managed accounts (“SMAs” and each an “SMA”) pursuant to each separately managed account agreement (each an “SMA Agreement” and collectively, the “SMA Agreements”). The Funds and SMA Clients are referred to as “Clients” and each a “Client” where appropriate. C. The investment services offered by Wolf Hill with respect to each Fund are subject to the terms and conditions set forth in the offering documentation specific to each of the Funds and are not individually tailored to the needs of the investors in such Fund. Investors in a Fund generally may not impose restrictions on the types of securities or investments that are made on such Fund’s behalf. The investment services offered by Wolf Hill with respect to each SMA are able to be individually tailored to the needs of such SMA Client and are subject to the terms and conditions set forth in the respective SMA Agreement. SMA Clients may have their own guidelines and restrictions set forth in each respective SMA Agreement. D. We do not currently offer wrap fee programs. E. Wolf Hill’s regulatory assets under management as of December 31, 2025 were approximately $1,872,050,000, all of which are managed on a discretionary basis.

A. The Funds’ Clients are all qualified purchasers, and the fee schedule is discussed with each Client prior to their investments. It should be noted that Wolf Hill’s fees may be waived or reduced in certain instances in the sole discretion of Wolf Hill. The fee schedule is discussed and negotiated with each SMA Client prior to their investments with determining factors based off, but not limited to the size of the investment, the strategy implemented and liquidity terms. In addition, SMA Clients are all qualified purchasers. B. Wolf Hill deducts any asset-based management fees payable by a Fund with respect to investors directly from such Fund on a quarterly basis, in advance. As a result, Wolf Hill will prorate and rebate management fees with respect to any partial period as further described in each Fund’s offering documents. Each SMA Client will pay the applicable management fee (if any) as outlined in its SMA Agreement. C. The fees applicable to each Fund and each SMA Client are set forth in detail in each Fund’s offering documents and each SMA Agreement, respectively. A summary of such fees is provided below. Funds: Each Fund pays for all of its own expenses as detailed in the offering and related documents of such Fund. Other types of fees or expenses the Funds are responsible for include, the following fees and expenses: (a) all expenses, incurred in connection with the offer and sale of Interests (other than placement agent fees), including, but not limited to, conference attendance expenses, documentation of performance and the admission of Investors, (b) all operating expenses of the Fund such as tax preparation fees (including, without limitation, any such fees related to the preparation of tax returns and Schedule K-1s), governmental fees and taxes (or any other governmental charges levied against the Fund), fund administrator, custodial and prime brokerage fees and expenses, communications with Investors and ongoing legal, accounting, auditing, administration, appraisal, bookkeeping, independent shadow accounting, consulting and other professional fees and expenses, including for litigation, and preparation of the Fund’s financial statements and reports, (c) all Fund costs, expenses and charges incurred in connection with the investment and trading activities of the Fund (e.g., brokerage commissions, mark-ups, margin interest, expenses related to short sales, custodial fees, clearing and settlement charges and other transaction costs to brokers), (d) professional and other advisory and consulting expenses (including, for purposes of clarity, any Advisory Committee expenses), monitoring or the assertion of rights or pursuit of remedies (including, without limitation, pursuant to bankruptcy or other legal proceedings, or participation in informal committees of creditors or other security holders of an issuer), (e) all fees and other expenses incurred in connection with the investigation, prosecution or defense of any claims by or against the Fund, (f) interest on, and fees and expenses arising out of, all borrowings made by the Fund, (g) the costs of any litigation and indemnification relating to the affairs of the Fund, (h) expenses related to third party research, publications, data and data services, including real time pricing and market information (such as Bloomberg and Reuters services) and historical pricing and other data, order management system, portfolio management system and risk management system and advisory, (i) costs of compliance with applicable laws and regulations of governmental and self-regulatory bodies, including costs

incurred by the General Partner, the Investment Manager and their respective affiliates in complying with laws and regulations that apply to any such entities as a result of their services to the Fund, (j) the Fund’s expenses associated with forming and maintaining the legal existence of the Fund, including directors’ fees, administrators’ fees, (k) costs associated with regulatory filings including but not limited to Form PF, (l) insurance premiums of the General Partner, the Investment Manager and/or the Fund, and (m) all other reasonable expenses related to the management and operation of the Fund and/or the purchase, sale or disposition of the Interests, including, in the case of any expenses directly related to the Fund’s and one or more of its related funds’ investments, any portion of any such joint expenses that the General Partner determines are properly and ratably allocable to the Fund. SMA Clients: SMA Clients may pay or provide for: (i) all costs and expenses of transferring the assets to the Account and its legal expensing with setting up the account; (ii) all taxes and governmental fees and charges incurred by the Account (including all withholding taxes); (iii) all brokerage commissions and other trading costs and fees, underwriting discounts, sales loads, spreads and other similar charges; and (iv) all charges of U.S. Depositories and of any custodian and/or other service providers. See Item 12 of this brochure for additional information regarding Wolf Hill’s brokerage practices. D. All asset-based management fees chargeable by Wolf Hill are generally taken in advance. In the event of a withdrawal by an investor in a Fund or SMA other than as of the last day of a calendar quarter (or calendar month), a pro rata portion of the management fee, based upon the actual number of days remaining in such quarter (or month), will be repaid by Wolf Hill to such investor in the applicable Fund or SMA Client (as the case may be) for the benefit of such withdrawing investor or SMA Client (as the case may be) to the extent such management fee was taken in advance. E. Wolf Hill and its supervised persons do not accept any compensation (e.g., brokerage commissions or other compensation) for the sale of securities or other investment products, including interests or shares in the Funds, as applicable.

A. Investment Strategy and Methods of Analysis Investment Strategy Wolf Hill’s investment strategy, which pursues long and short investments in public equities, and distressed corporate bonds using a proprietary process for identifying and profiting from highly asymmetric investment opportunities. The Investment Manager will employ a research-intensive investment process focused primarily on North American companies undergoing some type of announced or expected transformational change. The Fund’s portfolio will be concentrated in an eclectic mix consisting of the Investment Manager’s most compelling 25-35 (on average) long and short ideas, often in middle market companies that tend to be underfollowed by many other investment managers and sellside broker dealers.

In addition, three of the SMA clients pursuit a long only strategy based off the same or similar long positions held in the Funds. Furthermore, the SMAs’ investment guidelines may vary from the Funds’ guidelines as set forth in their respective SMA Agreement. Methods of Analysis Fundamental Research. Ideas will be vetted by rigorous fundamental research that will seek to filter out investments with unquantifiable and unknowable risks and emphasize straight-forward business models that we believe are on the cusp of significant inflection points in operational performance. Individual positions will generally fall into one or more of the following categories: operational turnarounds, leveredequity stubs, public LBO’s, and long-term compounders. Margin of safety and mean-reversion of financial and operating metrics are the cornerstones of our investment philosophy. Risk Management. The Investment Manager believes that there is a high cost to being reactive in managing risk. Positions are continuously re-underwritten and filtered through our proprietary position ranking system to help ensure that position sizing is consistent with current facts. We do not adhere to position-level stop loss triggers, rather we utilize a volatility-budgeting process whereby we manage to a volatility budget at a Client level. If the daily volatility of the fund is overextended relative to our volbudget, we will proactively reduce risk. As the portfolio draws down, we reduce the overall daily vol profile of a Client. As a Fund generates profits the volatility budget increases. In addition to research and analysis of portfolio companies and a variety of short-term trading strategies, the Funds’ investment strategy will utilize a variety of risk management techniques. The basic strategy of short-term, active trading is intended to reduce a Client’s exposure to longer term positions and price declines. In addition, the Investment Manager may impose from time-to-time specific sell disciplines, with both review and sale decisions to be made at pre-determined levels of price declines. Although total market hedging will not be an objective of a Client, the Investment Manager may endeavor to reduce market exposure through the use of short selling, option strategies or other put protection. Investment Technique. In seeking to achieve our investment objective, we utilize a variety of investment techniques, including the use of short selling, leverage, options and derivatives. We have the right to utilize other investment techniques in furtherance of these investment objectives. B. Material Risks The following is an explanation of the material risks that Wolf Hill believes are associated with its investment strategy. Unless stated otherwise, each risk applies to all of the Funds and references to “the Fund” means each Fund and any SMA Clients. Further discussion of these and other risks associated with an investment in each Fund are set forth in the applicable Fund’s governing documents and each SMA Agreement where necessary. The following risk factors do not purport to be a complete list or explanation of all the risks associated with an investment in one or more of the Funds or with us in an SMA.

Risk of Loss. An investment in the Funds involve a substantial degree of risk and is intended and appropriate only for Investors whose sophistication and financial resources are sufficient to enable them to evaluate such an investment and to assume such risks, including the risk of complete loss of their investment. In evaluating whether to invest in the Fund, prospective investors are encouraged to carefully consider the following risk factors, among others. The various risks discussed below are not the only risks associated with an investment in the Fund. Investors are urged to consult with their own financial, legal and tax advisors before making any decision regarding an investment in the Fund. Investment and Trading Risks. All investments risk the loss of capital. No guarantee or representation is made that the Fund’s program will be successful. A Fund’s investment program involves, without limitation, risks associated with limited diversification, interest rates, currencies, volatility, tracking risks in hedged positions, security borrowing risks in short sales, credit deterioration or default risks, systems risks and other risks inherent in the Fund’s activities. Certain investment techniques of a Fund may, in certain circumstances, substantially increase the impact of adverse market movements to which the Fund may be subject. In addition, the Fund’s investments may be materially affected by conditions in the financial markets and overall economic conditions occurring globally or in markets where a Fund invests its assets. The Investment Manager’s methods of minimizing such risks may not accurately predict future risk exposures. Risk management techniques are based in part on the observation of historical market behavior, which may not predict market divergences that are larger than historical indicators. Also, information used to manage risks may not be accurate, complete or current, and such information may be misinterpreted. Long/Short Equity. The Funds will pursue a long/short equity strategy. Because a long/short equity strategy involves identifying securities which are generally undervalued (or, in the case of short positions, overvalued) by the marketplace, success of this strategy necessarily depends upon the market eventually recognizing such value in the price of the security, which may not necessarily occur or may occur over extended time frames which limit profitability. Positions may undergo significant short-term declines and experience considerable price volatility during these periods. In addition, long and short positions may or may not be correlated to each other. If the long and short positions are not correlated, it is possible to have investment losses in both the long and short sides of the portfolio. Equity Risks. A Fund will invest in equity securities. The market price of securities owned by a Fund may go up or down, sometimes rapidly or unpredictably. A risk of investing in a Fund is that the equity securities in its portfolio will decline in value due to factors affecting equity securities markets generally or the sectors in which a Fund will invest. The values of equity securities may decline due to general market conditions which are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. They may also decline due to factors which affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. Other risks of investing globally in equity securities may include changes in currency exchange rates, exchange control regulations, expropriation of assets or nationalization,

imposition of withholding taxes on dividend or interest payments, and difficulty in obtaining and enforcing judgments against non-U.S. entities. In addition, securities which the Investment Manager believes are fundamentally undervalued or incorrectly valued may not ultimately be valued in the capital markets at prices and/or within the time frame the Investment Manager anticipates. As a result, a Fund may lose all or substantially all of its investment in any particular instance. Competition and Supply for Fixed Income Securities. A Fund’s potential for capital appreciation and interest for its Investors will depend, in large part, on the Investment Manager’s ability to acquire investments for the Fund on advantageous terms. A Fund intends to purchase fixed income securities from investment banking firms, traders and portfolio managers). In acquiring fixed income securities, the Fund will compete with a broad spectrum of institutional investors, many of which have greater financial resources, than a Fund. Increased competition for, or a reduction in the available supply of, qualifying investments could result in higher prices for, and thus lower yields on, such investments, which could further narrow the yield spread over borrowing costs. Concentration of Investments. A Fund is not limited in the amount of capital that it may commit to any one investment and, in fact, a Fund will have concentrated positions within its portfolio. Allocation of a large portion of a Fund’s capital to one or a small number of investments could increase the risk of investing in the Fund because of the lack of diversification in its portfolio. The concentration of a Fund’s portfolio in a limited number of issuers, industries or strategies will subject a Fund to a greater degree of risk with respect to the failure of one or a few issuers or with respect to economic downturns in relation to such industry. A Fund may face similar risks with respect to concentration of investments in a particular country. Use of Leverage. The Investment Manager may use leverage and borrowing. Such leverage may be achieved through, among other methods, borrowing funds, purchases of securities on margin and the use of options, futures, forward contracts, repurchase and reverse repurchase agreements and swaps. A Fund may also borrow or use leverage in its portfolio. A Fund may borrow funds from brokers, banks and other lenders to finance their investing and trading operations, which borrowings may be secured by assets of a Fund. The use of such leverage can, in certain circumstances, maximize the losses to which a Fund’s investment portfolios may be subject. Any event that adversely affects the value of an investment would be magnified to the extent that particular assets or the Fund as a whole are leveraged. The cumulative effect of the use of leverage by a Fund in a market that moves adversely to a Fund’s investments could result in a substantial loss to a Fund, which would be greater than if a Fund were not leveraged. Use of Derivatives. The Investment Manager may use derivative instruments, including without limitation, option contracts, swap agreements and forward contracts, and derivative techniques, including without limitation, synthetic short sales, for various hedging and/or speculative purposes. The use of such instruments and techniques may result in leveraging the assets of a Fund, thereby exposing a Fund to significant risks. Among other things, the prices of derivative instruments can be highly volatile. Price movements of derivative instruments are influenced by, among other things, interest rates, changing supply and demand

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As set forth above in Item 4 of this brochure, we currently provide advisory services to the Funds, which are pooled investment vehicles, as well as, SMAs via SMA Agreements. The Funds generally require a minimum subscription amount of US $1,000,000; however, we may accept lesser amounts in our sole discretion. As for an SMA Client, the subscription amount should meet a minimum investment threshold determined by the investment manager. Details concerning applicable investor suitability criteria are set forth in the respective Fund’s governing documents. Investors in the Funds and SMA Clients must also meet certain suitability qualifications, such as being (i) an “accredited investor” as defined under Rule 501(a) of Regulation D of the Securities Act of 1933, as amended and (ii) a “qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended. Wolf Hill may make accept or reject any subscriptions/contributions in its sole and absolute discretion for any or no reason.

An affiliate of Wolf Hill, Wolf Hill General Partner, LLC, the general partner to the Funds (the “General Partner”), is entitled to receive from the Funds (received at the Onshore Fund level) a performance-based allocation generally at the end of each calendar year. In addition, Wolf Hill, as the investment manager to the SMA Clients is entitled to receive from each SMA, a performance-based fee generally at the end of each calendar year. The performance allocation (or fee) is an amount equal to a percentage (as set forth in the offering and related Fund documents and each SMA Agreement, respectively) of the net increase of (i) each investor's capital account or shareholdings, or (ii) each SMA, as applicable (that is, a share of capital gains on, income derived from, or appreciation of the respective capital account, shares or SMA (whether realized or unrealized) in the applicable Fund and SMA), measured generally at the end of a

calendar year over the beginning of such calendar year and subject to a high-water mark and/or hurdle if applicable. Performance-based compensation may create an incentive for Wolf Hill to make more speculative investments than would otherwise be made or make decisions regarding the timing and manner of realization of investments differently than if such allocations were not received. In order to mitigate these conflicts of interest, Wolf Hill has an allocation policy that is designed to treat all Clients fairly and in a manner consistent with Wolf Hill’s fiduciary obligations. Performance based compensation is generally accrued monthly and paid annually or upon a withdrawal by an investor in a Fund or from an SMA directly.

Neither Wolf Hill nor any of Wolf Hill’s management persons are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. B. Neither Wolf Hill nor any of its management persons is registered as a futures commission merchant, commodity pool operator, commodity trading advisor or an associated person of any of the foregoing. C. The General Partner, a related person of Wolf Hill, serves as the Onshore Fund’s general partner. This relationship creates an incentive for Wolf Hill to make investment allocations that are riskier or more speculative than would be the case if the General Partner did not receive incentive compensation from the Onshore Fund for serving as the general partner to such Fund. The Investment Manager and any affiliates may furnish and will continue to furnish investment management and advisory service to others. The Investment Manager and its affiliates may make recommendations to and take actions on behalf of others (including but not limited to Funds), which may be the same as or different from recommendations made to other Clients. In addition, the Investment Manager or any affiliate may make recommendations to trade, purchase or sell for a Client regarding any investment opportunity which the Investment Manager or an affiliate may recommend purchase or sell for its own account or for the account of any other Client (or recommend to any other Client); and the Investment Manager or affiliates may not give Clients the same advice as may be given to any other Client. The Investment Manager or any affiliate may also act as investment adviser, manager or custodian to other Clients. The Investment Manager and affiliates may from time to time have positions in or transact in investment opportunities recommended to Clients. Such transactions may differ from or be inconsistent with the advice given, or the timing or nature of the Investment Manager’s advice given with respect to a Client. The Investment Manager always acts in the best interest of its Clients and in accordance with a Client’s investment objectives and has a robust compliance program in place to generally deal with conflicts of interest that come up from time to time on an objective basis. D.

Not applicable.

Pursuant to Rule 204A-1 of the Advisers Act, we have adopted a Code of Ethics which recognizes our fiduciary duty to act in the best interests of the Funds and is applicable to all employees. We adopted the Code of Ethics to: (1) avoid the inappropriate use of material, nonpublic information, and to implement procedures when this type of information in acquired inadvertently; (2) prevent any improper personal trading; and (3) identify actual and potential conflicts of interest, and set out processes to address any actual or potential conflicts of interest. The Code of Ethics may also be applied to any other person designated by the Chief Compliance Officer. Per our Compliance Manual, eemployees are not allowed to trade through their personal account, except for the following: (1) close down any legacy positions with prior approval from the CCO. (3) may trade ETF’s with a 30 day holding period without pre-approval and (3) no restrictions trading mutual funds. We have adopted procedures, in accordance with internal and SEC requirements, to monitor adherence to our personal trading policy. These procedures include:

We distribute our Code of Ethics to all employees prior to hiring or on the first day of employment; We provide training to all employees at the time of hiring and periodically, thereafter; We require all new employees to submit an initial holdings report, and to provide annual updates thereafter; We require all employees to submit quarterly transaction reports; We require all employees to provide duplicate copies of their brokerage statements or, if such statements are not available, transactions reports; and We require initial and annual certifications from all employees regarding compliance with the Code of Ethics.

All Clients and prospective clients may obtain a copy of our Code of Ethics by writing to our Chief Compliance Officer at Wolf Hill Capital Management, LP, with our office located at 35 Mason Street, 2 nd Floor, Greenwich, CT 06830.

A. The Funds’ securities transactions generate a substantial amount of brokerage commissions and other transaction based cost, all of which are paid directly by the Funds. We have complete discretion over the choice of brokers and dealers the Funds use and the commission rates paid. In selecting brokers, we may or may not negotiate “execution only” commission rates. We do not have an obligation to seek the lowest available commission cost when selecting brokers; provided that any and all brokerage allocations for the

Funds will be subject to the principles of best execution and other allocation policies described in the governing documents, as well as any restrictions imposed by law. In selecting broker-dealers for Client transactions, we take into account the following factors:

commission rates; quality of execution; investment research and analytic services provided; access to corporate functions; expertise in specific markets; reputations, experience and financial stability;

Wolf Hill may pay broker commissions that are higher than another broker might have charged for the same transaction, in recognition of Wolf Hill’s assessment of the value of the various value-added services listed above. However, when higher commission costs are incurred, Wolf Hill believes that the higher commission cost borne by the Client accounts are reasonable in relation to the overall service provided. The Client account that bears the cost of such a commission for a particular trade may not be the sole beneficiary of such value-added services. Section 28(e) of the Securities Exchange Act of 1934 provides a “safe harbor: to investment managers who use commission dollars of their advisory accounts to obtain investment research, brokerage and other services that provide lawful and appropriate assistance to the manager in making investment decisions, provided, the amount of the increased commission cost is reasonable value to the services provided. Wolf Hill may receive introductions to investors through broker-dealers that execute trades on behalf of Wolf Hill. The Firm does not believe that it pays any additional fees or higher commissions as a result of these introductions. Wolf Hill seeks best execution on all transactions. However, the Firm may have an incentive to select or use a broker-dealer based on receiving investor referrals from that counterparty. Currently, trades are executed at, and expenses are borne by, the Onshore Fund (of which the Offshore Fund is invested) and by each SMA. If Wolf Hill takes on additional Clients, trade positions and expenses would then be allocated pro-rata to each Client based on the gross asset value of each Client at the beginning of each month. Allocation of the securities purchased or sold, as well as expenses incurred in the transaction, will be made among the Clients pursuant to our allocation policy or as we deem appropriate. Moreover, no one Client is necessarily entitled to investment priority over another Client and each Client may not participate in every investment opportunity. Potential conflicts of interest with respect to the allocation of investment opportunities are addressed by our allocation policy.

Although Wolf Hill exercises due care in making and implementing investment decisions, employees of Wolf Hill may from time to time make errors with respect to trades made on behalf of the Clients. Wolf Hill will not be liable to the Clients or the investors in such Clients for any trading losses, liabilities, damages, expenses or costs resulting from trade errors by a Client except those losses, liabilities, damages, expenses or costs (i) resulting from Wolf Hill’s fraud, willful misconduct or gross negligence and (ii) that may not be waived or limited under applicable law. Notwithstanding this limitation on liability, Wolf Hill may voluntarily reimburse a Client for certain other losses suffered as a result of trade errors identified by Wolf Hill. B. Wolf Hill may determine that the purchase or sale of a security is appropriate with regard to one Client only (or less than all Clients); the Firm may, but is not obligated to, purchase or sell such a security on behalf of such Client(s) with an aggregated order, for the purpose of reducing transaction costs, to the extent permitted by applicable law. When an aggregated order is filled through multiple trades at different prices on the same day, each participating Client will receive the average price, with transaction costs generally allocated pro rata based on the size of each Client's participation in the order (or allocation in the event of a partial fill) as determined by the Firm. In the event of a partial fill, allocations may be modified on a basis that the Firm deems to be appropriate, including, for example, in order to avoid odd lots or de minimis allocations. When orders are not aggregated, trades generally will be processed in the order that they are placed with the broker or counterparty selected by the Firm. As a result, certain trades in the same security for one Client (including a Client in which the Firm and its personnel may have a direct or indirect interest) may receive more or less favorable prices or terms than another Client, and orders placed later may not be filled entirely or at all, based upon the prevailing market prices at the time of the order or trade. In addition, some opportunities for reduced transaction costs and economies of scale may not be achieved. Wolf Hill has complete discretion in determining the brokers or dealers to be used, as well as the commissions or markups and markdowns paid, for particular transactions. In selecting brokers and dealers to execute transactions, Wolf Hill does not solicit competitive bids and does not have an obligation to seek the lowest available commission cost or spread. Transactions for the Clients will be allocated to brokers and dealers on the basis of an evaluation of numerous factors, which may not necessarily reflect lowest pricing. Brokers and dealers may provide other services that are beneficial to the Firm and/or certain Clients, but not beneficial to all Clients.

Except as set forth in Item 12 or as otherwise disclosed in this brochure or the applicable governing, account and offering documents, the Investment Manager does not otherwise currently receive any economic benefit, directly or indirectly, from any third party for advice rendered to its Clients. Notwithstanding the foregoing, the Investment Manager may, in the future, make cash payments to thirdparty solicitors for Client or investor referrals, provided that, to the extent required, each such solicitor has entered into a written agreement with the Investment Manager pursuant to which the solicitor will provide each prospective Client with a copy of the Adviser’s Form ADV Part 2, and a disclosure document setting forth the terms of the solicitation arrangement, including the nature of the relationship between the solicitor and the Investment Manager and any fees to be paid to the solicitor. Where applicable, cash payments for Client solicitations will be structured to comply fully with (i) the requirements of the Investment Advisers Act of 1940, as amended, and related SEC staff interpretations and/or (ii) with the laws of the relevant state(s).

Wolf Hill and its supervised persons have no reportable disciplinary events to disclose.

A. Wolf Hill’s Portfolio Manager, Gary Lehrman, maintains constant oversight of the Funds’ and SMAs’ portfolios, reviewing the portfolio daily and throughout each day. Mr. Lehrman meets with the investment team each morning and throughout the day to discuss the portfolio and markets. These meetings are intended to review the portfolio risk, current portfolio positions, possible opportunities, and to discuss recent or upcoming events. B. The Investment Manager may conduct reviews other than on a periodic basis generally depending on the facts and circumstances at that time.

C. We furnish our investors in the Funds with a monthly update with our performance estimate. In addition, quarterly letters and audited financial statements are furnished to investors in our Funds when available. Furthermore, we provide investors in our Funds with necessary tax documents along with other documents as required by law. We also provide performance updates to SMA Clients pursuant to the terms of each applicable SMA Agreement.

The General Partner, an affiliate of Wolf Hill, serves as the general partner to the Onshore Fund. Both the General Partner and Wolf Hill indirectly and directly, respectively, are deemed to have custody over the funds and securities of the Onshore Fund, the Offshore Fund, and Co-Investment Fund As it relates to the Funds, each investor in a Fund will receive, upon completion of the applicable Fund’s annual audit by an independent auditor (registered with, and subject to examination by, the Public Company Accounting Oversight Board or PCAOB), audited financial statements delivered within 120 days of the Funds’ fiscal year-end. Wolf Hill does not have custody of the assets of the SMAs.

Wolf Hill provides investment advisory services on a discretionary basis to its Clients. As it relates to the Funds, Wolf Hill manages the Fund’s and makes investment decisions without consultation with the Fund or the investors in the Fund. However, before accepting an investor’s subscriptions for interests or shares in a Fund, we provide all potential investors in the Funds with an offering memorandum that sets forth, in detail, our investment strategy and any limitations contained

therein. By completing our subscription documents to acquire interests or shares in one of the Funds, investors give us complete authority to manage their investments in accordance with the offering memorandum they received. As it relates to SMAs, prior to assuming full discretion in managing an SMA Client’s assets, Wolf Hill discusses such SMA Client’s needs and enters into an SMA Agreement that sets forth the scope of its discretion. Following therewith, Wolf Hill has the authority to determine (i) the securities to be purchased and sold for the SMA (subject to restrictions on its activities set forth in the SMA Agreement (including any written investment guidelines attached therein) and (ii) the amount of securities to be purchased and sold for the Client account.

To the extent Wolf Hill has been delegated proxy voting authority on behalf of its Clients, Wolf Hill complies with its Proxy Voting Policies and Procedures (the “Proxy Voting Procedures”) that are designed to ensure that Wolf Hill votes proxies with respect to Client securities in the best interests of its Clients. Wolf Hill maintains copies of all proxy statements received, records of the votes cast, records of requests for proxy voting information, a concise summary of Wolf Hill’s Proxy Voting Procedures and any other document prepared or obtained that was material to Wolf Hill making a decision on how to vote. The Clients have delegated proxy voting authority to the Firm via governing documents or SMA Agreements. Neither individual investors in the Funds nor investors of the SMAs Accounts will be able to direct Wolf Hill on how to vote proxies. A copy of the Proxy Voting Procedures and voting results are available upon request by mail by contacting the Chief Compliance Officer.

Currently not applicable as Wolf Hill does not currently require or solicit prepayment, of more than $1,200 in fees per Client, six months or more in advance. Wolf Hill does not have any financial condition that would impair the Firm’s ability to meet contractual and fiduciary commitments to its Clients. Lastly, Wolf Hill has not been subject to a bankruptcy petition at any time during the past ten years.