Brigade Capital Management, LP: investment adviser

accounts established by registered investment companies (“RICs”);  joint venture arrangements (“JVs”) with unaffiliated third parties; and  other institutional or sophisticated investors. Brigade Capital’s investment advisory services also include serving as a collateral manager to entities that operate as collateral loan obligations, collateral debt obligations or similar entities (hereinafter referred to collectively as the “CLO/CDO Funds,” and collectively with the Private Investment Funds, the “Funds”). Brigade Capital established Brigade Capital UK LLP (“Brigade UK”), which is a controlled affiliate that operates out of London, United Kingdom, and provides research, marketing and investment advisory services to Brigade Capital, as well as research and trading services to Brigade Capital Europe Management LLP (“BCEM”). Brigade UK is authorised and regulated by the Financial Conduct Authority (“FCA”), and it may exercise discretionary trading authority with respect to Brigade Capital’s Advisory Clients from time to time, to the extent such trading authority is delegated to it by Brigade Capital and/or the Advisory Clients, as applicable. Brigade UK also advises a European special purpose acquisition company. BCEM, a controlled affiliate of Brigade Capital, operates out of London, United Kingdom and is authorised and regulated by the FCA. BCEM is registered with the SEC as a relying adviser under an umbrella registration with Brigade Capital. BCEM provides discretionary investment advisory services by serving as the collateral manager and originator to certain CLO/CDO Funds marketed in Europe, European domiciled and Euro denominated collateralized loan obligation issuers and warehouses (“ECLOs”). To the extent applicable, Brigade Capital, Brigade UK and BCEM are collectively referred to herein as “Brigade”. Brigade generally has broad and flexible investment authority with respect to the investment portfolios that it manages for its Advisory Clients. Brigade provides investment advisory services to its Advisory Clients with respect to a wide range of investments including: investments in long and short positions in securities issued by U.S. and international high yield issuers and related instruments; investments in distressed/special situation opportunities across capital structures and market capitalizations; investments in the broader credit markets, including investment grade bonds, high yield bonds, loans and credit default swaps; investments in and related to special purpose acquisition companies; investments in derivatives and other hedging instruments including, but not limited to, options, commodities, swaptions and constant maturity swaps. Brigade does not tailor its advisory services to the individual needs of investors in the Funds (“Fund Investors”) and does not accept Fund Investor-imposed investment restrictions. Please also refer to Item 10 for a discussion of side letters.

When deemed appropriate, Brigade has established, and may in the future establish, Private Investment Funds and/or Accounts for particular clients, or otherwise provided specialized advisory services to certain clients. These Private Investment Funds and Accounts are subject to investment objectives, guidelines, and restrictions, and fee arrangements and other terms that are individually negotiated with each such client. These Private Investment Fund and Account relationships generally involve significant account minimums. As of December 31, 2025, Brigade Capital managed $33,022,145,666 of Advisory Client regulatory assets on a discretionary basis. As of December 31, 2025, Brigade UK may exercise discretionary trading over certain of Brigade Capital’s regulatory assets, totaling $31,346,628,135. As of the date of this Brochure, Brigade does not manage any assets on a non-discretionary basis.

Brigade Capital’s fees are generally deducted from each Fund account by the respective Fund’s custodian/administrator upon Brigade Capital’s instructions. Brigade Capital generally bills the Accounts for fees incurred at such times and in such manner as agreed upon with each Account. Brigade UK will receive a portion of such fees and compensation that Brigade Capital receives from the Advisory Clients. BCEM receives management fees and may receive performance based fees in connection with its serving as the collateral manager, sponsor and/or originator to the ECLOs. With respect to certain Advisory Clients, the performance-based compensation is paid to Brigade Capital’s affiliate (instead of Brigade Capital). Accordingly, to the extent applicable, Brigade Capital and such affiliate are collectively referred to in this Item 5 and Item 6 as “Brigade Capital”. The majority of management fees are charged quarterly in advance based on the value of the relevant assets as of the first day of the relevant quarter, although certain Funds are charged quarterly in arrears. Brigade Capital generally charges annual management fees to applicable Funds in an amount which ranges from 0.30% to 1.5% of each applicable Fund's assets under management. Brigade Capital refunds the unearned portion of any pre-paid management fees if a withdrawal/redemption is made from a Fund before the end of a billing period. Brigade Capital generally determines the amount of the relevant refund on a pro rata basis, based upon the portion of the relevant period during which it provided services. Certain Funds are not subject to an asset-based fee. Brigade Capital generally charges performance-based compensation to applicable Funds in an amount which ranges from 15% to 25% of the net profits (including realized and unrealized gains and losses) on an annual basis or in limited circumstances for certain Funds when investments are realized. With respect to certain Funds, a hurdle rate and/or other factors apply to the calculation of the performance-based compensation. Certain Funds are not subject to a performance-based fee. The Mutual Fund pays Brigade Capital an annual management fee of 0.50% and an annual administration fee of 0.05%, each based on the Mutual Fund’s average daily net assets and payable monthly. Other factors may apply to the calculation of the Management Fee as detailed in the Mutual Fund’s prospectus. Fee arrangements with the Accounts are individually negotiated. In addition, some Accounts or Fund Investors pay more or less than other Accounts or Fund Investors for the same management services, depending, for example, on when a Fund Investor subscribes (e.g., on a Fund’s inception date), investment strategy, number of related investment accounts or total client assets under management with Brigade Capital. In this regard, Brigade Capital has waived or modified fees (and may continue to do so) for Advisory Clients owned by, or Fund Investors that are, members, principals, employees or affiliates of Brigade Capital and relatives of such persons and certain early, large or strategic investors. In addition to paying investment management fees and/or incurring performance-based fees/allocations, as applicable, Advisory Clients, including the Funds, typically will also be subject to other investment expenses which may include:

custodial charges, brokerage fees, commissions and related costs;

interest expenses; taxes, duties and other governmental charges; transfer and registration fees or similar expenses; costs associated with foreign exchange transactions; insurance expenses; and other portfolio expenses.

In addition, Fund Investors generally bear their pro rata share of the relevant Fund’s operating and other expenses (which are capped for certain Funds) including, in addition to those listed above: legal, auditing, accounting, compliance (including fees of persons who serve as the relevant Fund’s Anti-Money Laundering Compliance Officer, Money Laundering Reporting Officer and/or Deputy Money Laundering Reporting Officer) consulting and other professional expenses; administration expenses; research expenses; pricing expenses; insurance expenses (including the majority of E&O and D&O insurance for Brigade Capital); investment expenses such as commissions; expenses attributable to regulatory filings which are made with respect to the assets of the relevant Fund (including Section 13, Section 16 and Form PF filings); interest on margin accounts and other indebtedness; custodial fees; bank service fees; fees and expenses paid to the board of directors (if applicable); fees and expenses of the relevant Fund’s administrator; and other expenses related to the purchase, preservation, sale or transmittal of the Fund’s assets. Organizational expenses of the Funds will typically be borne by the Funds, subject to a cap for certain Funds. In the case of Funds structured as a “master-feeder” fund, such feeder fund investors bear a pro rata share of the expenses associated with the related master fund. Fees and expenses borne by Advisory Clients, other than the Funds, are individually negotiated and are disclosed within the relevant investment management agreement with Brigade. Certain Advisory Clients maintain and may make future investments in other Advisory Clients (primarily in the CLO/CDO Funds). In such instances, the investing Advisory Client will not be charged any management or incentive fees by the investee Advisory Client, but the investing Advisory Clients will be subject to its pro rata share of the given investee Advisory Client’s expenses. Brigade Capital receives monitoring fees in connection with ongoing advisory, management, and oversight services it provides with respect to a portfolio company of one of its Advisory Clients. It should be noted that certain of the Private Investment Funds may and do get allocated, in certain circumstances, more than a pro rata share of expenses in situations where the particular expense is deemed de minimis to other Advisory Clients. Such additional allocations are subsequently reconciled and allocated to the other Advisory Clients at the end of each quarter. Certain Advisory Clients are deemed to be paying for research and other services with “soft” or commission dollars. Refer to Item 12 – Brokerage Practices for further information. Brigade has a fiduciary duty to its Advisory Clients and Fund Investors, owing them an affirmative duty of utmost good faith and full and fair disclosure of all material facts. Accordingly, Brigade will seek to ensure that each Advisory Client only bears expenses that are permissible under the relevant Advisory Client’s organizational documents and/or disclosure documents, and that shared expenses are allocated among Advisory Clients in a fair and reasonable manner. It is critical that the Advisory Clients, Fund Investors, shareholders and prospective investors/shareholders refer to their respective governing documents for a complete understanding of how Brigade is compensated for its advisory services.

In particular, Brigade has a greater incentive to favor the Advisory Clients that pay Brigade (and indirectly its investment personnel) performance-based compensation or otherwise pay higher fees, or in which Brigade personnel have more significant investments. Brigade has adopted and implemented policies and procedures intended to address conflicts of interest relating to the management of multiple accounts, including accounts with different fee arrangements. Brigade reviews investment decisions for all Advisory Clients on a regular basis in order to ensure that all accounts with substantially similar investment objectives are treated equitably. In addition, Brigade has implemented a detailed investment allocation policy and regularly reviews its trade allocations to ensure that they are made in a manner that is fair and equitable to all Advisory Clients (as described in Item 12).

Brigade often seeks to speak with company management, analysts and seasoned sales professionals at major broker-dealers, third party industry experts, and others industry participants. Brigade also generates ideas by reviewing industry reports and having discussions with third party industry experts. In addition, Brigade develops and closely reviews internal valuations for potential investment targets, including asset coverage, free cash flow, and overall likelihood and severity of default. Investment Strategies Leveraged Capital Structures. Brigade manages Advisory Client portfolios that use a multi-strategy long/short investment strategy that focuses on investments throughout the capital structure of U.S. and international leveraged companies. The primary investment universe for these portfolios includes any issuer with debt or debt-like obligations rated below investment grade by one or more of the major rating agencies, or securities trading at yields comparable to the high yield market. Credit Strategies. Brigade manages Advisory Client portfolios that focus primarily on investments in the credit markets and, more specifically, in secured bank loans. In addition to first lien senior secured loans, these portfolios may also invest in unsecured loans, second lien loans, mezzanine securities, debtor in possession loans, secured bonds and unsecured bonds. Distressed Investing. Brigade manages Advisory Client portfolios that focus on distressed debt investing, capital structure arbitrage, leveraged and distressed equities, short positions in imminent bankruptcies, postreorganization equities, trade claims and merger arbitrage. Arbitrage/Derivative Strategies. Brigade manages Advisory Client portfolios that utilize a multi-strategy approach which includes one or more of the following: shorter maturity bonds versus credit default swaps (“CDS”); longer maturity bonds versus CDS; matched maturity bonds versus CDS; and long-protection positions in single-name CDS. Structured Credit Strategies. Brigade manages Advisory Client portfolios that focus on structured credit instruments, primarily long and short positions in the U.S. and European high yield and investment grade index tranches. These portfolios may also invest in U.S. and European CLO equity and debt, as well as CMBS, single-name CDS contracts, etc. Private Credit Strategies. Brigade manages Advisory Client portfolios that focus on private credit opportunities, primarily in directly originated senior secured loans of lower middle-market and middlemarket companies.

Risks Investing in securities involves significant risks, including the risk of loss of some or all of an investment. An investment in the Advisory Clients and/or Funds may be deemed speculative and is not intended as a complete investment program. They are designed only for experienced and sophisticated persons who are able to bear the risk of substantial impairment or total loss of their investment in the Advisory Clients and/or Funds. Prospective investors and/or shareholders should seek advice from their legal, tax, and financial advisors prior to making an investment with Brigade. The following summary identifies the material risks related to Brigade’s significant investment strategies and should be carefully evaluated before making any investment in Advisory Clients and/or Funds managed or advised by Brigade; however, the following does not intend to identify all possible risks of an investment in Advisory Clients or Funds managed or advised by Brigade or provide a full description of the identified risks. High Yield Securities. Brigade invests certain Advisory Clients’ assets in high yield bonds and preferred securities which are rated in the lower rating categories by the various credit rating agencies (or in comparable non-rated securities). Securities in the lower rating categories are subject to greater risk of loss of principal and interest than higher-rated securities and are generally considered to be predominantly speculative with respect to the issuer's capacity to pay interest and repay principal. Distressed Investments. Certain Advisory Clients invest in troubled companies that are experiencing or are expected to experience severe financial difficulties. While these investments may result in significant returns, they involve a substantial degree of risk. These companies may never overcome their severe financial difficulties and may become subject to bankruptcy proceedings. Advisory Clients may lose their entire investment in a troubled company, or may be required to accept cash or securities with a value less than the Advisory Client’s investment. To the extent that Brigade manages a controlling stake, serves on a creditor’s or equity holders’ committee, or is deemed an affiliate of a particular company, its Advisory Clients may be subject to certain additional securities laws restrictions which could affect both the liquidity of the investment and the Brigade's ability to liquidate positions, due to market conditions, regulatory constraints or otherwise. Loans. Certain Advisory Clients invest in corporate secured or unsecured loans acquired through assignment or participations. In purchasing participations, such Advisory Clients will usually have a contractual relationship only with the selling institution, and not the borrower. Advisory Clients generally will have no right directly to enforce compliance by the borrower with the terms of the loan agreement, nor any rights of set-off against the borrower, nor will they have the right to object to certain changes to the loan agreement agreed to by the selling institution. The Advisory Clients may not directly benefit from the collateral supporting the related secured loan and may not be subject to any rights of set-off the borrower has against the selling institution. Derivatives. Swaps, and certain options and other custom derivative or synthetic instruments are subject to the risk of nonperformance by the counterparty to such instrument, including risks relating to the financial soundness and creditworthiness of the counterparty. In addition, investments in derivative instruments often involve a high degree of leverage, meaning the overall contract value (and, accordingly, the potential for profits or losses in that value) is much greater than the modest deposit used to buy the position in the derivative contract. Derivative securities can also be highly volatile. The prices of derivative instruments and the investments underlying the derivative instruments may fluctuate rapidly and over wide ranges and may reflect unforeseeable events or changes in conditions, none of which can be controlled by Brigade or the Advisory Client. Further, transactions in derivative instruments are not undertaken on recognized

exchanges, and will expose the Advisory Client’s account to greater risks than regulated exchange transactions that provide greater liquidity and more accurate valuation of securities. Collateralized Loan Obligations. Certain Advisory Clients make investments in the subordinated and rated notes of collateralized loan obligations (“CLOs”). These Advisory Clients may also invest in equity interests in CLOs. CLOs are limited recourse obligations of the issuer payable solely from the underlying assets of the issuer. Consequently, holders of equity and debt interests in CLOs must rely solely on distributions on the CLO assets or proceeds thereof for payment in respect thereof. In addition, interest payments on CLOs (other than the most senior tranche or tranches of a given issue) are generally subject to deferral. If distributions on the CLO assets (or, in the case of market value CLOs, proceeds from the sale of the CLO assets) are insufficient to make payments on the CLOs, no other assets will be available for payment of the deficiency and following realization of the underlying assets, the obligations of the issuer of the related CLO to pay such deficiency will be extinguished. The CLO assets will themselves consist primarily of corporate secured loans which are subject to liquidity, credit and certain other risks. Collateralized Debt Obligations. Certain Advisory Clients make investments in collateralized debt obligations (“CDOs”), which are generally limited recourse obligations of the issuer payable solely from the underlying assets of the issuer or proceeds thereof. Consequently, holders of CDOs must rely solely on distributions of the underlying assets or proceeds thereof for payment in respect thereof. In addition, interest payments on CDOs (other than the most senior tranche or tranches of a given issue) are generally subject to deferral. If distributions on the underlying assets (or, in the case of a market value CDO, proceeds from the sale of the underlying assets) are insufficient to make payments on the CDOs, no other assets will be available for payment of the deficiency and following realization of the underlying assets, the obligations of the issuer of the related CDO to pay such deficiency will be extinguished. The underlying assets of the issuer of the CDO will themselves consist primarily of non-investment grade loans, interests in noninvestment grade loans, high yield debt securities, structured finance securities, and other debt instruments, which are subject to liquidity, market value, credit, interest rate, reinvestment and certain other risks. Commercial Mortgage-Backed Securities. Collateral underlying commercial mortgage-backed securities generally consists of mortgage loans secured by income producing property, such as regional malls, other retail space, office buildings, industrial or warehouse properties, hotels, rental apartments, nursing homes, senior living centers and self-storage properties. Advisory Clients investing may invest directly in commercial mortgage-backed securities and in credit derivatives that reference commercial mortgagebacked securities and may also invest in CDO securities with respect to which the related underlying portfolio of assets consists primarily of asset-backed securities, real estate investment trust debt securities and/or CDO securities that are backed in whole or in part by commercial mortgage-backed securities. Performance of a commercial mortgage loan depends primarily on the net income generated by the underlying mortgaged property. The market value of a commercial property similarly depends on its income-generating ability. As a result, income generation will affect both the likelihood of default and the severity of losses with respect to a commercial mortgage loan. Any decrease in income or value of the commercial real estate underlying an issue of commercial mortgage-backed securities could result in cash flow delays and losses on the related issue of commercial mortgage-backed securities. Asset-backed Securities. Asset-backed securities are subject to interest rate risk and, to a lesser degree, prepayment risk. Asset-backed securities are subject to additional risks in that, unlike mortgage-backed securities, asset-backed securities generally do not have the benefit of a security interest in the related collateral. Further, each particular type of asset-backed security also entails unique risks depending on the type of assets involved and the legal structure used. For example, credit card receivables are generally unsecured and the debtors are entitled to the protection of a number of state and federal consumer credit laws, many of which give debtors the right to set off certain amounts owed on the credit cards, thereby reducing the balance due. Asset-backed securities typically experience credit risk. For example, there is

an increasing supply of subordinated securities rated lower than AA (down to B or first loss) and senior securities that may be rated lower than AAA, as well. There is also the possibility that recoveries on repossessed collateral may not, in some cases, be available to support payments on these securities because of the inability to perfect a security interest in such collateral. Short Selling. Brigade engages in short selling for certain Advisory Client portfolios. Short selling transactions entail the risk of loss in an amount greater than the initial investment, and such losses can increase rapidly and without effective limit. There is the risk that the securities borrowed in connection with a short sale would need to be returned to the securities lender on short notice. If such request for return of securities occurs at a time when other short sellers of the subject security are receiving similar requests, a “short squeeze” can occur, wherein the borrower might be compelled, at the most disadvantageous time, to replace the borrowed securities previously sold short with purchases on the open market, possibly at prices significantly in excess of the proceeds received earlier. Portfolio Turnover. Certain of Brigade’s investment strategies involves more frequent trading compared to more traditional investment strategies, which results in significantly higher commissions and charges to Advisory Client accounts due to increased brokerage, which will offset profits. Leverage. Certain Advisory Clients have the ability to utilize significant leverage in connection with its investments. Leverage may be inherent in the instruments traded (e.g., certain derivatives) or may involve the borrowing of funds from brokerage firms, banks and other institutions in order to be able to increase the amount of capital available for marketable securities investments. Performance may be more volatile if an Advisory Client’s portfolio employs leverage. Special Purpose Vehicles. Brigade’s arrangements with certain Advisory Clients authorize it to create or organize (alone or in conjunction with others, including Advisory Clients, Brigade or other affiliates) or otherwise utilize special purpose vehicles to access investments (those entities, collectively “SPVs”), particularly in instances where Brigade, in its sole discretion, determines that there is a potential tax, regulatory, finance, confidentiality or other advantage to such SPVs. Investments held through SPVs may involve additional risks not present in direct investments, particularly when a co-participant in an SPV has divergent tax, economic or other interests from other co-participants. For these reasons, among others, decisions with respect to SPVs have in the past and may in the future be more beneficial for one investor than for another investor, particularly with respect to investors’ individual tax situations. Investments in the Energy Sector. Certain Advisory Clients invest in the energy-related companies. Companies in the energy sector are strongly affected by the levels and volatility of global energy prices, energy supply and demand, government regulations and policies, energy production and conservation efforts, technological change, and other factors that a company cannot control. These companies may also lack resources and have limited business lines. The energy sector is cyclical and is highly dependent on commodity prices; prices and supplies of energy may fluctuate significantly over short and long periods of time due to, among other things, national and international political changes, terrorism, natural disasters, Organization of Petroleum Exporting Countries (“OPEC”) policies, changes in relationships among OPEC members and between OPEC and oil-importing nations, the regulatory environment, taxation policies, and the economy of the key energy-consuming countries. Investments in Different Parts of the Capital Structure. Conflicts could arise when an Advisory Client makes investments in conjunction with an investment being made by another Advisory Client, or in an issuer in which another Advisory Client has already made an investment. Investment opportunities have in the past and are anticipated in the future to be appropriate for multiple Advisory Clients and Brigade’s affiliates and/or employees at the same time, or investment opportunities in the same issuer but in different

or overlapping levels of the issuer’s capital structure. Potential conflicts Brigade is faced with in respect to such investments, include in determining the appropriate investment terms for each Advisory Client, particularly where Advisory Clients invest in different types of securities of the same issuer. In some circumstances, Brigade will be faced with determining if an issuer’s payment obligations and covenants should be enforced, modified, or waived, or whether debt should be refinanced. Decisions about what action to pursue in troubled or distressed situations, including whether or not to pursue or initiate a restructuring or liquidation (inside or outside of bankruptcy), and the terms of any work-out or restructuring could raise conflicts of interest, particularly among Advisory Clients that have invested in different securities of the same issuer. Certain Advisory Clients invest in debt and credit instruments and securities of companies in which other Advisory Clients hold other securities, including equity securities. As a result, the interests of certain Advisory Clients (i.e., debt holders) could at times be in conflict with the interest of other Advisory Clients (i.e., equity holders), Brigade and/or affiliates of Brigade that may invest alongside an Advisory Client, particularly in circumstances where the underlying issuer is facing financial distress. Brigade’s involvement at both the equity and debt levels also has the potential to inhibit the exchange of information among fellow creditors. Advisory Client investments in different parts of an issuer’s capital structure may also prohibit Advisory Clients from exercising voting or other rights, and increase the likelihood of claims by other creditors. Systems Risks. The increased use of technologies such as the Internet to conduct business makes Brigade susceptible to operational, information security and related risks. In addition, certain of Brigade’s operations interface will be dependent on systems operated by third parties, including prime brokers, administrators, market counterparties and other service providers, and Brigade may not be in a position to verify the risks or reliability of such third-party systems. These programs or systems may be subject to certain defects, failures or interruptions, including, but not limited to, those caused by worms, viruses, network or other cybersecurity intrusions, power failures and human error in connection with managing an Advisory Client and its portfolio. Any such defect or failure could have a significant negative impact on an Advisory Client. For example, such defects or failures could cause settlement of trades to fail, lead to inaccurate accounting, reporting or processing of trades and/or cause inaccurate reporting, which may affect Brigade’s ability to monitor the risks associated with an Advisory Client’s investment portfolio. Brigade and its service providers have established business continuity plans in the event of, and risk management systems to prevent, such cyber incidents. Any such plans and systems have inherent limitations including the possibility that certain risks have not been identified. Additionally, substantial costs may be incurred in order to prevent any cyber incidents in the future. General Economic and Market Conditions. The success of the Advisory Clients’ activities is affected by general economic and market conditions such as interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws, trade barriers, currency exchange controls, national and international political circumstances, health crises, such as pandemic and epidemic diseases (i.e., coronavirus), as well as other catastrophes that interrupt the expected course of events. These factors can affect the level and volatility of the prices of securities, commodities, or other financial instruments and the liquidity of the Advisory Clients’ investments. Volatility or illiquidity could impair profitability, or result in losses. Investment Losses Due to Force Majeure. All of the Advisory Clients’ investments are subject to the risk of loss arising from exposure that may incur, directly or indirectly, due to the occurrence of various force majeure events (i.e., events beyond the control of Brigade, including, but not limited to, natural disasters, pandemic or any other serious public health concern, war, terrorism, failure of technology, government macroeconomic policies, social instability, etc.). Some force majeure events may adversely affect the ability of a party (including an Advisory Client, Brigade or a counterparty to an Advisory Client) to perform its obligations until the force majeure event is remedied. Certain force majeure events (such as war or an

outbreak of an infectious disease) could have a broader negative impact on the world economy and international business activity generally, or in any of the countries in which a client may invest specifically. The risk of loss from such exposure could adversely affect the return of the Advisory Clients. It is critical that Advisory Clients, Fund Investors and prospective investors refer to the relevant confidential private offering memorandum, explanatory memorandum, prospectus and/or other governing documents for a complete understanding of the material risks involved in relation to the Advisory Clients’ investment strategies and methods of analysis. The information contained herein is a summary only and is qualified in its entirety by such documents.

Each of the Private Investment Funds for which Brigade Capital or its related persons serve as general partner or investment manager has entered and may in the future enter into additional agreements, or “side letters,” with certain prospective or existing Fund Investors whereby such Fund Investors have and may in the future be subject to terms and conditions that are more advantageous than those set forth in the offering memorandum for a given Private Investment Fund. For example, such terms and conditions provide for special rights to make future investments in the Private Investment Fund, other investment vehicles or managed accounts; special withdrawal/redemption rights, relating to notice; a waiver or rebate in fees, withdrawal/redemption penalties to be paid by the Fund Investor and/or other terms; rights to receive reports from the Private Investment Fund on a more frequent basis or that include information not provided to other Fund Investors (including, without limitation, more detailed information regarding portfolio positions) and such other rights, standards, waivers or modifications as may be negotiated by the Private Investment Fund and such Fund Investors. The modifications are solely at the discretion of the Private Investment Fund and may, among other things, be based on the size of the Fund Investor’s investment in the Private Investment Fund or an affiliated investment entity, an agreement by a Fund Investor to maintain such investment in the Private Investment Fund for a significant period of time, or other similar commitment by a Fund Investor to the Private Investment Fund. Further, and as previously noted herein, Brigade Capital has waived or modified fees (and may continue to do so) for Fund Investors that are members, employees or affiliates of Brigade Capital and relatives of such persons. Brigade Capital is registered with the Commodity Futures Trading Commission (the “CFTC”) as a commodity pool operator (CPO) and as a commodity trading advisor (CTA). Further, Brigade UK is registered with the CFTC as a CTA. In connection with these registrations, certain Brigade employees are listed/registered with the CFTC as Principals and/or Associated Persons of Brigade. Brigade does not believe that these registrations pose any material conflicts of interest with Advisory Clients or Fund Investors. As previously noted in Item 4, Brigade UK, a controlled affiliate of Brigade Capital, operates out of London, United Kingdom and provides research, marketing and investment advisory services to Brigade Capital, as well as research and trading services to BCEM. Brigade UK is authorised and regulated by the FCA, and it may exercise discretionary trading authority with respect to the Advisory Clients from time to time, to the extent such trading authority is delegated to it by Brigade Capital and/or the Advisory Clients, as applicable. Brigade UK also advises a European special purpose acquisition company. BCEM, a controlled affiliate of Brigade Capital, operates out of London, United Kingdom and provides discretionary investment advisory services by serving as the collateral manager and sponsor or originator to the ECLOs. BCEM is authorized and regulated by the FCA. BCEM is registered with the SEC as a relying adviser under an umbrella registration with Brigade Capital. The Chief Investment Officer and/or other employees serve on the board of directors for certain of the companies in which the Advisory Clients invest. The Chief Investment Officer receives a quarterly board fee in relation to such activity in relation to a particular investment held by certain Advisory Clients. Such additional compensation is directly paid to those Advisory Clients that hold such investment in their respective portfolios. As detailed in Item 11, Chief Investment Officer and/or other employees are subject to restrictions on personal transactions, pre-clearance and have on-going reporting obligations.

Access Persons include, generally, any partner, officer, member or director of Brigade and any employee or other supervised person of Brigade who, in relation to the Advisory Clients, (i) has access to non-public information regarding any purchase or sale of securities, or non-public information regarding securities holdings or (ii) is involved in making securities recommendations, executing securities recommendations, or has access to such recommendations that are non-public. As of the date of this Brochure, all Brigade employees are deemed to be Access Persons. The Code also sets forth certain reporting and pre-clearance requirements with respect to personal trading by Access Persons. Access Persons must provide the Chief Compliance Officer with a list of their personal accounts and an initial holdings report within ten days of becoming an Access Person. In addition, Access Persons must provide annual holdings reports and quarterly transaction reports in accordance with Rule 204A-1 of the Investment Advisers Act of 1940, as amended. Among other restrictions on personal trading, Brigade generally does not permit Access Persons to execute transactions in the types of securities that the Advisory Clients typically invest in within their personal accounts. Brigade monitors all Access Persons’ personal securities transactions through the reporting and pre-clearance requirements described above. However, to the extent such Access Persons invest in any of the Advisory Clients (including Advisory Clients where Brigade and its affiliates represent 25% or more of such Advisory Client account), such portfolio holdings will overlap with other Advisory Clients. Brigade and its personnel may have conflicts in allocating their time and services among the Advisory Clients. Brigade will devote as much time to each of the Advisory Clients as it deems appropriate to perform its duties in accordance with its investment management agreements. In addition, Brigade, its affiliates, partners, members and employees are permitted to conduct outside business activities. Pursuant to the Code, such activities are subject to disclosure and pre-approval. Brigade has permitted its personnel to serve as officers and directors to others, including special purpose acquisition companies, and may permit such activity in additional cases in the future, including both companies Brigade is involved with, and those with which it is not involved. Brigade believes that these obligations will not materially alter the time and attention applicable personnel devote to applicable Advisory Clients. Brigade and its related persons have a material financial interest with respect to fees paid by Advisory Clients. In addition, such related persons invest directly in certain of the Advisory Clients. These factors could create an incentive for Brigade to make investment decisions that are different from those that would be made if such parties did not have such interests. Advisory Clients and Fund Investors are provided with clear disclosure as to how performance-based compensation is charged and the risks associated with such performance-based compensation prior to making an investment. Brigade also conducts regular monitoring of Advisory Client portfolios, as described in Item 13. As previously noted, certain Advisory Clients maintain and may make future investments in other Advisory Clients (primarily in the CLO/CDO Funds). In such instances, the investing Advisory Client will not be

charged any management or incentive fees by the investee Advisory Client, but the investing Advisory Clients will be subject to its pro rata share of the given investee Advisory Client’s expenses. This practice creates a conflict of interest because Brigade has an incentive to recommend securities from its Advisory Clients; however, Brigade addresses this concern by not charging any management or incentive fees to the investing Advisory Client so to avoid the layering of fees and by implementing the investment allocation policy that is summarized in Item 12 below. Brigade uses the services of Brigade Agency Services LLC (“Brigade Agency”), an entity wholly owned by Brigade Capital, that serves as an administrative agent in certain lending deals on behalf of Advisory Clients. The Advisory Clients are not currently charged any separate fees by Brigade Agency with respect to the services it provides to Advisory Clients. However, to the extent third parties participate in loans serviced by Brigade Agency, Brigade Capital reserves the right to charge fees to such third parties. In addition, Brigade Agency will in some cases receive origination, commitment, documentation, structuring, facility, monitoring, amendment and/or other transaction fees related to participation by third parties in the certain direct lending opportunities in which Advisory Clients have invested. To the extent such fees are received from third parties, this will result in an economic benefit to Brigade Capital. The Code also seeks to ensure the protection of non-public information about the activities of the Advisory Clients. Current and prospective Advisory Clients and Fund Investors may obtain a copy of the Code by contacting the Chief Compliance Officer at daltabef@brigadecapital.com or (212) 745-9700.

the ability to effect prompt and reliable executions at favorable prices (including the applicable dealer spread or commission, if any);

the operational efficiency with which transactions are effected, taking into account the size of the order and difficulty of execution;

the financial strength, integrity and stability of the broker;

the broker’s risk in positioning a block of securities;

the ability to provide market color and research;

the broker’s capital commitment, attention to Brigade’s accounts and confidentiality of Brigade’s accounts; and

access to deals or instruments that Brigade wants to invest in and the competitiveness of commission rates in comparison with other counterparties satisfying Brigade’s other selection criteria.

Subject to the objective of seeking best execution, Brigade also takes into consideration research and other brokerage services provided by the broker executing trades, which are included in the commission rate. When Brigade uses Commissions arising from Advisory Client’s portfolio transactions to obtain research or other products or services, it receives a benefit because it does not have to produce or pay for the research, products or service, and these benefits provide an incentive for Brigade to select a broker-dealer based on its interest in receiving such products or services, rather than on Advisory Clients’ interest in receiving best execution. Section 28(e) of the Securities Exchange Act of 1934, as amended, is a “safe harbor” that permits an investment manager to use commissions or “soft dollars” to obtain research and brokerage services that provide lawful and appropriate assistance in the investment decision-making process. Brigade limits the use of “soft dollars” to obtain research and brokerage services that fall within the Section 28(e) safe harbor. In the past year, research and related services furnished by brokers included, among other things, written information and analyses concerning specific securities, companies or sectors; market, financial and economic studies and forecasts; financial publications; and discussions with experts and research personnel. In some instances, Brigade could receive a product or service that may be used only partially for functions within Section 28(e) (e.g., an order management system, trade analytical software or proxy services). In

such instances, Brigade will make a good faith effort to determine the relative proportion of the product or service used to assist Brigade in carrying out its investment decision-making responsibilities and the relative proportion used for administrative or other purposes outside of Section 28(e). The proportion of the product or service attributable to assisting Brigade in carrying out its investment decision-making responsibilities will be paid through Commissions generated by client transactions and the proportion attributable to administrative or other purposes outside Section 28(e) will be paid for by Brigade from its own resources or by the relevant Advisory Clients, if it is an applicable Advisory Client expense. Research and brokerage services obtained by the use of Commissions arising from certain of its Advisory Clients’ portfolio transactions are used by Brigade in its other investment activities and for other Advisory Clients and thus Advisory Clients may not necessarily, in any particular instance, be the direct or indirect beneficiary of the research or brokerage services provided. Although Brigade will make a good faith determination that the amount of Commissions paid is reasonable in light of the products or services provided by a broker, Commission rates are generally negotiable and thus, selecting brokers on the basis of considerations that are not limited to the applicable Commission rates has resulted in (and may continue to result in) higher transaction costs than would otherwise be obtainable. The receipt of such products or services and the determination of the appropriate allocation in the case of “mixed use” products or services create a potential conflict of interest between Brigade and the Advisory Clients. In selecting brokers to execute transactions on behalf of the accounts of certain of its Advisory Clients, Brigade has placed (and may continue to place) transactions with a broker or dealer that (i) provides Brigade with the opportunity to participate in capital introduction events sponsored by the broker-dealer; or (ii) refers investors to a Private Investment Fund, Account or other products advised by Brigade, if otherwise consistent with seeking best execution. While Brigade recognizes that it has an incentive to favor broker-dealers that provide capital introduction services to Brigade or otherwise refer prospective Advisory Clients or Fund Investors, Brigade does not select broker-dealers in recognition of the opportunity to participate in such capital introduction events or the referral of investors. Brigade addresses the potential conflicts of interest in connection with its brokerage practices through its best execution review process. Brigade’s best execution review process includes an analysis of overall performance of broker-dealers in light of the amount of business directed to such broker-dealers. To the extent Brigade determines that the amount of business directed to a particular broker-dealer is inconsistent with the overall performance of such broker-dealer, Brigade will work towards scaling back the amount of business directed to the broker-dealer unless there is a compelling reason for such allocation, including, but not limited to, the availability of a particular security or their expertise in a particular sector. When appropriate, Brigade generally seeks, but is not required, to aggregate Advisory Client orders (which may include Advisory Client accounts in which Brigade and/or its related persons have an interest) to achieve more efficient execution or to provide for equitable treatment among Advisory Client accounts. Advisory Clients participating in aggregated trades will be allocated securities based on the average price achieved for such trades. Brigade will act in a fair and equitable manner in allocating investment and trading opportunities, including private placements, among the Advisory Clients. In furtherance of the foregoing, Brigade will consider participation in all appropriate opportunities within the purpose and scope of each Advisory Client’s objectives, and Brigade will evaluate such factors as it considers relevant in determining whether a particular situation or strategy is suitable and feasible for each Advisory Client (which factors may, but need not, include the investment restrictions and objectives of each Advisory Client, the start-up and/or set-

up date for the Advisory Client, diversification, covenants and other limitations in the governing agreements, relative size of the Advisory Client, available cash, the nature of the opportunity in the context of the Advisory Client’s other positions at the time, risk tolerance, liquidity requirements, required credit ratings, duration targets and/or constraints, existing asset allocation targets, minimum investment size, maximum investment size, tax implications, legal, contractual or regulatory constraints). Brigade is not obligated to purchase or sell for each Advisory Client every security which Brigade or its employees may purchase or sell for other Advisory Clients, if such a transaction or investment appears unsuitable, impractical or undesirable for the Advisory Client; provided that Brigade, to the extent within its control, will not favor itself in any way to an Advisory Client’s detriment and will act in a manner that over the long term is fair and equitable to all its Advisory Clients. Notwithstanding the foregoing, it should be noted that Brigade (for a variety of reasons) may allocate trades solely to one Advisory Client, on a non-pro rata basis, or on a pro rata basis across only those Advisory Clients for whom the trade is appropriate based on investment strategy as determined by Brigade. In addition, Brigade UK may exercise discretionary trading authority with respect to Advisory Clients only to the extent where such trading authority has been delegated to it by Brigade Capital and/or the Advisory Clients, as applicable. In the event that an investment opportunity is appropriate for more than one Advisory Client but is not allocated between such Advisory Clients within the same investment strategy on a pro rata basis, the relevant portfolio manager, as identified below, or a designee, will document the reasons why such opportunity was not allocated pro rata between the Advisory Clients directly in the proprietary software system developed by Brigade.

All members of the Investment Team review a portfolio report on a daily basis to ensure accuracy of all securities and quantities contained therein as well as an exception report/matrix for applicable portfolio limits. In addition, Brigade’s back office reviews the portfolio report on a daily basis to ensure accuracy and daily compliance reporting and has developed its own proprietary software application and trading module designed to ensure compliance with account restrictions and allocation policies. A Risk Committee consisting of the Chief Investment Officer, Partner/Senior Vice President, Finance & Chief Administrative Officer, Partner/Co-Chief Investment Officer/Head of Structured Credit, Co-Chief Technology Officer, Partner/Head of Portfolio Strategy, Partner/Head of Risk, Partner/Chief Operating Officer/Chief Legal Officer, Managing Director/Chief Compliance Officer & Counsel and Partner/Chief Financial Officer, meets regularly. Risk Committee meetings are regularly held and are typically conducted in two sub-groups to focus on risk as it pertains to investments or operations, as appropriate. The Investment Committee consists of the Chief Investment Officer, Partner/Co-Chief Investment Officer/Portfolio Manager of High Yield, Bank Loans and Opportunistic Credit, Partner/Co-Chief Investment Officer/Head of Structured Credit, Partner/Head of Portfolio Strategy, Partner/Head of Corporate Credit Research, Partner/Head of European Investments/European CLO Co-Portfolio Manager, Partner/Global CLO Portfolio Manager, Partner/Co-Head of Private Credit, Partner/Research and Partner/Portfolio Manager, as well as the Partner/Head of Risk and Partner/Chief Operating Officer/Chief Legal Officer, in noninvestment capacities. The Investment Committee is responsible for assisting the Chief Investment Officer in investment decisions. Analysts will put forward any investment research or opinions that they have on the credit. The Investment Committee will debate the idea, question assumptions, review the risk/reward of the idea, and analyze the capital structure of the issuer. After doing so, it is possible that the Investment Committee may put forward a different strategy for the trade. A Pricing Committee consisting of the Chief Investment Officer, Partner/Co-Head of Trading, Partner/Co-Chief Investment Officer/Head of Structured Credit, Partner/Head of Portfolio Strategy, Partners/Co-Heads of Private Credit, (Co-Heads of Private Credit serve on the Pricing Committee solely with respect to Private Credit Strategy Investments and collectively have one vote with respect to these investments), Partner/Senior Vice President, Finance & Chief Administrative Officer, Partner/Chief Financial Officer, Partner/Chief Operating Officer/Chief Legal Officer, Managing Director/Chief Compliance Officer & Counsel, Managing Director /Deputy Chief Financial Officer and Managing Director/Head of Operations, meets monthly. The Pricing Committee convenes with Brigade’s accounting team to discuss and review the appropriate marks for each position where market quotations are not readily available from Brigade’s primary pricing sources or may be considered unreliable from the pricing sources or may also come into question based on the Private Investment Fund administrator’s independent review. An ESG Committee consisting of the Partner/CoChief Investment Officer/Portfolio Manager of High Yield, Bank Loans and Opportunistic Credit, Partner/Head of Portfolio Strategy, Partner/Head of Risk, Partner/Chief Operating Officer/Chief Legal Officer, Partner/Head of Corporate Credit Research, Partner/Global CLO Portfolio Manager, Co-Chief Technology Officer, Managing Director/Portfolio Analytics and Trading, Managing Director/Chief Compliance Officer & Counsel, Managing Director/Head of Investor Relations and Director/ESG and

Sustainability, aims to meet quarterly. The ESG Committee ensures that proper risk factors are considered with each applicable investment. Generally, Fund Investors receive written unaudited, estimated performance updates on a monthly basis and will typically receive weekly performance estimates upon request. Fund Investors are furnished with annual audited financial statements after the close of the fiscal year. Pursuant to the indenture governing the relevant CLO/CDO Fund or ECLO, the trustee to such CLO/CDO Fund or ECLO is required to deliver monthly reports to investors in such entity and other periodic reports regarding the collateral. Shareholders of the Mutual Fund will receive annual and semi-annual reports that provide additional information about the Mutual Fund’s investments. Reporting to the Accounts is subject to terms that are individually negotiated.

Certain loans held in Brigade Capital’s Advisory Clients’ portfolios that are originated or otherwise sourced by Brigade Capital are funded by a loan syndicate organized by Brigade Capital (a “Loan Syndicate”). In some cases, Brigade Agency serves as the administrative agent to such Loan Syndicates. The participants in a Loan Syndicate (the “Loan Syndicate Participants”) may include Advisory Clients, other bank and nonbank lenders, and various institutional and sophisticated investors (either directly, through self-directed investments or separately managed accounts, or through private investment vehicles in which they invest). As the administrative agent to the Loan Syndicates, Brigade Agency performs the duties and responsibilities typically assigned to an administrative agent for and on behalf of each Loan Syndicate. Like the credit agreements for most syndicated loans, each Loan Syndicate’s credit agreement requires Brigade Agency to follow negotiated guidelines or formulas regarding the movement of cash to and from the lenders and the borrower, as applicable, for the Loan Syndicate (e.g., the collection of loan proceeds from lenders and their disbursement to the borrower, as well as the use and distribution of payments received from the borrower). Accordingly, Brigade Agency, in its capacity as the administrative agent, applies the terms of each credit agreement and has no authority to determine how the cash is used, allocated or disbursed. A single bank account (the “Agency Account”), established by Brigade Agency and maintained by a major U.S. bank that meets the definition of a “qualified custodian” under the Custody Rule, facilitates the movement of cash to and from the lenders and the borrowers, as applicable, for all of the Loan Syndicates. The Agency Account was opened by and in the name of Brigade Agency as agent for the Loan Syndicate Participants (i.e., the funds related to the Loan Syndicates are not held in separate accounts or sub-accounts for each Loan Syndicate Participant under the Loan Syndicate Participant’s name but are commingled in the Agency Account). The qualified custodian of the Agency Account does not send Agency Account statements to the Loan Syndicate Participants. Under the Custody Rule, an adviser is deemed to have “custody” of client assets if it (or an affiliate in connection with the adviser’s advisory services) holds, directly or indirectly, or has the authority to obtain possession of, client funds or securities, including if it (or such affiliate) acts as a general partner of a client limited partnership or a managing member of a client limited liability company or if it has the authority to withdraw client funds from a separately managed account pursuant to an investment advisory agreement. In connection with the Loan Syndicates, it is likely that Brigade Agency would be deemed to have custody of the assets in the Agency Account because it serves as the administrative agent to the Loan Syndicates and has access to, and the sole authority to, administer the cash in the Agency Account. Further, Brigade Agency would be deemed to have custody of the assets of the clients for which it or an affiliate serves as the general partner or managing member, as applicable, and/or for which it has the authority to withdraw client funds from a separately managed account pursuant to an investment advisory agreement, if any.

If Brigade Agency is deemed to have custody of Advisory Client assets, it must comply with the Custody Rule. In particular, Rule 206(4)-2(a)(1) provides that client funds and securities must be maintained with a qualified custodian in a separate account for each client under the client’s name or in accounts that contain only the adviser’s clients’ funds and securities, under the adviser’s name as agent or trustee for the clients. As noted above, the Agency Account is maintained with a qualified custodian and was opened in the name of Brigade Agency, serving as an agent for Loan Syndicate Participants (including both Advisory Clients and third parties). In addition, Rule 206(4)-2(a)(3) provides that an adviser that has custody of client funds or securities must have a reasonable basis, after due inquiry, for believing that the qualified custodian that holds such funds or securities on behalf of the adviser’s client sends an account statement, at least quarterly, to such client for which the adviser maintains funds or securities. The account statement must identify the amount of funds and securities in the account at the end of the relevant period and list all transactions in the account occurring during such period. However, if an adviser’s clients are pooled investment vehicles that prepare and distribute audited financial statements in accordance with Rule 206(4)-2(b)(4), the adviser is not required to comply with Rule 206(4)-2(a)(3) with respect to such clients (such exception, hereinafter referred to as the “Audited Pool Exception”). On December 20, 2018, the SEC issued a no action letter to Madison Capital Funding LLC (“Madison”), a registered investment adviser who serves as an administrative agent for its loan syndication business (the “No-Action Letter”). The SEC agreed not to recommend enforcement action for potential violations of the Custody Rule so long as Madison satisfied various conditions set forth by the SEC in the No Action Letter. Given that Brigade Agency may be subject to the requirements set forth in the Custody Rule, Brigade implemented the conditions listed in the No Action Letter.

Cross transactions enable Brigade to effect a trade between two Advisory Clients for the same security at a set price, thereby possibly avoiding an unfavorable price movement that may be created through entrance into the market and saving commission costs for both accounts. Cross transactions may include, but are not limited to, rebalancing transactions that are undertaken so that, after withdrawals/redemptions or contributions have occurred, the portfolio compositions of similarly managed Advisory Clients remain substantially similar. Brigade has a potentially conflicting division of loyalties and responsibilities regarding both parties to cross transactions. If it appears that a trade error has occurred, Brigade will review the relevant facts and circumstances to determine an appropriate course of action. To the extent that trade errors and breaches of investment guidelines and restrictions occur, Brigade's error correction procedure is to ensure that Advisory Clients are treated fairly. In the event that an Advisory Client incurs a trade error as a result of Brigade’s gross negligence, willful misconduct or fraud, trade errors will be corrected by Brigade as soon as practicable, in a manner such that the Advisory Client incurs no loss. For trade errors that result other than by breach of the standard of care mentioned above, or otherwise specified in the relevant agreement with an Advisory Client, Brigade will determine whether such error should be borne by the Advisory Client or Brigade. Each situation requires a tailored response and accordingly will be dealt with on a case-by-case basis consistent with Brigade’s fiduciary duty with respect to its Advisory Clients.

Prior to Brigade voting any proxies, the Chief Compliance Officer and other members of the Proxy Voting Committee determine if there are any material conflicts of interest related to the proxy in question and, assuming no material conflicts of interest exist, ensure that the voting recommendation of the analyst responsible for the security is consistent with the guidelines set forth in Brigade’s Compliance Manual and is in the best interest of the appropriate Advisory Client. Brigade keeps a record of its proxy voting policies and procedures, proxy statements received, votes cast, all communications received and internal documents created that were material to voting decisions and each Advisory Client request for proxy voting records and Brigade’s response for the previous five years. Brigade’s Advisory Clients may obtain (i) a copy of Brigade’s proxy voting policies and procedures and (ii) information on how Brigade has voted proxies with respect to the Advisory Client’s securities by contacting Brigade’s Chief Compliance Officer at 399 Park Avenue, 16th Floor, New York, NY 10022, telephone (212) 745-9700 or at daltabef@brigadecapital.com. Members of the Proxy Voting Committee include the Senior Vice President, Finance & Chief Administrative Officer, Partner/Chief Operating Officer/Chief Legal Officer, Chief Compliance Officer, Chief Investment Officer and/or the respective analyst responsible for covering the subject security.