Kimmeridge Energy Management Company, LLC: investment adviser

operations and, in certain cases, through affiliated or branch entities outside the United States, as described in Item 10 below. Funds managed in accordance with Kimmeridge’s “flagship” exploration strategies are referred to herein as the “Flagship Funds” and all funds managed by Kimmeridge, including the KEEP Funds (as defined below), Kimmeridge Mineral Fund, LP (“KMF”) and the Kimmeridge Carbon Solutions Funds (as defined below), are referred to as the “Kimmeridge Funds” or the “Funds”. Kimmeridge is led by the Founding Members along with Noam Lockshin, Alex Inkster, Neda Jafar and Emily Mills. Each of the members of the leadership team are partners or members of the various limited and general partnerships or limited liability company entities through which the Firm operates. From time to time, the Firm may provide individualized or tailored investment advisory services to certain clients via separately managed accounts or specialized direct investments in portfolio companies where the Adviser has investment discretion, as described in additional detail below (“Direct Investments”), and in certain limited circumstances, investors in Kimmeridge Funds may request application of certain broad Fund investment guidelines via side letters. Kimmeridge Engagement Management, L.P. (“KEM”) is an affiliate of Kimmeridge and an investment adviser relying on Kimmeridge’s registration with the SEC. KEM serves as the investment manager for the KEEP investment strategy utilized by Kimmeridge Energy Engagement Partners II, L.P. launched in 2021 (the “KEEP II Fund”) and Kimmeridge Energy Engagement Partners III, L.P. launched in 2024 (the “KEEP III Fund” and together with the KEEP II Fund, the “KEEP Funds”). Mark Viviano serves as the lead portfolio manager of the KEEP Funds. The KEEP Funds are focused on investing in publicly traded energy companies where the team believes that investor engagement is warranted and the potential for value creation exists. KEM utilizes a proprietary portfolio screening tool to identify the companies in which it determines to invest. The Kimmeridge Funds are privately offered pooled vehicles organized primarily as limited partnerships with terms consistent with private equity or similar structures. Investors in these privately offered funds are typically institutional investors, foundations and endowments, public plans and other sophisticated investors. The Adviser may also provide advisory services via Direct Investments whereby investors allocate capital directly to a portfolio company or holding company or other entities that are not structured as Kimmeridge Funds. In these situations, one or more investors may participate directly at the holding company or portfolio company level rather than through a Fund. Such arrangements may be established for structural, tax, regulatory, commercial, or other reasons and are evaluated on a case‑by‑case basis. The Adviser may also provide investment advice to clients via a separately managed account. Where the Adviser provides advisory services to investments held outside of a Fund structure, the Adviser applies substantially similar investment processes, oversight, and fiduciary principles as those applied to Fund investments, subject to the governing documentation of the applicable entity. Kimmeridge has been registered with the SEC as an investment adviser since 2012. As of December 31, 2025, the Firm manages approximately $6.3 billion in regulatory assets on a discretionary basis as reported in its Form ADV Part 1. This figure includes approximately $944M of assets invested via Direct Investments.

Kimmeridge and the Kimmeridge Funds operate under exemptions from registration with the US Commodity Futures Trading Commission (“CFTC”) as a commodity trading advisor or commodity pool operator. Kimmeridge Operations Kimmeridge’s investment strategy is also predicated on direct ownership and operation of investments, including through its team at Kimmeridge Operations and portfolio company teams. Kimmeridge Operations consists of a team of professionals with experience across all major exploration and production (“E&P”) functions including land, geology, engineering, and finance. The costs of Kimmeridge Operations, including salaries of employees, related travel and expenses and overhead, are allocated to the Kimmeridge Funds in accordance with the Firm’s expense allocation policy which is described in more detail below (the “Expense Policy”). Kimmeridge provides advisory services to the Funds in a number of ways. Employees of Kimmeridge comprise the investment teams, investor relations, finance, operations, information technology, data science, human resources and legal & compliance groups. The costs of these employees are generally borne by Kimmeridge, aside from certain travel and other dedicated expenses, as outlined in the Expense Policy. Kimmeridge may engage third party vendors and service providers to provide services to the Funds, including but not limited to, consultants, external advisers, land brokers and data providers. These expenses will also be allocated pursuant to the Expense Policy. The Expense Policy also sets out the manner in which expenses and costs of Kimmeridge Operations are allocated to the Funds. The use of affiliates such as Kimmeridge Operations professionals to perform activities for the Funds, and the subsequent allocation of such costs and expenses to the Funds, as opposed to using unaffiliated third parties, presents a potential conflict of interest. Kimmeridge believes these conflicts are mitigated substantially in several ways, principally, through disclosure to investors of the Firm’s and the Funds’ structure, implementation and documentation of the Expense Policy, and certain other factors. In addition to disclosure in this Brochure, the substantive provisions of the Expense Policy are disclosed to investors in due diligence requests and described in each Fund’s limited partnership agreement and other documents shared with investors. Kimmeridge Operations exists for the sole purpose of supporting the Funds and does not perform services for any unaffiliated companies. Kimmeridge Operations does not take on debt and does not retain or generate any profits. Rather, it is operated solely in support of the Kimmeridge Funds, employing its personnel, managing payroll and staffing, retaining office space, and contracting with vendors and service providers. As such, all costs and expenses, along with any profits, are borne by or allocated to, the Funds and their investors, all in accordance with the Expense Policy. The vast majority of Kimmeridge Operations’ costs are comprised of overhead including salary and benefits paid to Kimmeridge Operations employees. As indicated in the Expense Policy, each Fund will bear those expenses in a fair and equitable manner. For example, costs directly allocable to a particular project or portfolio company will be borne in whole by the particular Funds (either directly or indirectly, through one or more projects of portfolio companies) sponsoring the project or portfolio company. Costs shared by one or more Funds will be allocated on a pro rata basis, based on capital commitments or partner’s capital (Fund balance sheet equity). Compensation and benefits costs are allocated to the appropriate Funds based on time spent on a particular project, portfolio company or Fund, as recorded by employees on a bi-weekly basis via the Time Star system. Kimmeridge Fund investors receive detailed reporting on Fund investments and expenses including quarterly unaudited financial statements and annual audited financial statements. These financial statements describe in detail the current liabilities of the Funds as of the date of the financial statements, including accrued general and administrative expenses of Kimmeridge Operations and Kimmeridge. Further, each Fund’s Limited Partner Advisory Committee (“LPAC”) members receive detailed information on compensation paid to Kimmeridge Operations personnel, and Kimmeridge discusses in detail with each LPAC any questions or comments they may have in connection with each Fund’s annual

meeting. As such, Kimmeridge Fund investors are given full disclosure as to the nature and amount of costs allocated to each Fund. Kimmeridge believes that its policies and procedures used in overseeing Kimmeridge Operations can help address any concerns relating to potential conflicts of interest associated with the use of an affiliated company in its operational structure, in lieu of outsourcing to third parties. As a fiduciary to its clients, Kimmeridge must ensure that it acts in the best interests of the Funds. Kimmeridge exercises these obligations in connection with its oversight of Kimmeridge Operations, including when engaging in hiring practices, setting compensation policies, and other related activities. Specifically, Kimmeridge has implemented policies designed to foster alignment of interests between the Funds and extends its fiduciary obligations to all Kimmeridge Operations employees. The Adviser believes that this practice differentiates Kimmeridge and serves as a mitigating factor to address potential conflicts associated with using an affiliated service provider like Kimmeridge Operations. In hiring employees or setting annual compensation rates, Kimmeridge may seek guidance from independent sources such as recruiting firms, consulting firms and other industry intelligence such as available competitor data and public company information. Every three years, or more frequently as necessary, Kimmeridge engages a third-party consulting firm, ECI, to conduct a compensation study of Kimmeridge Operations employees. Kimmeridge works with ECI to identify appropriate peer groups for comparison purposes based on estimated annual revenues and capital expenditures of other oil and gas E&P companies. The study compares base salary, bonus and total cash compensation for Kimmeridge Operations employees by role versus similar roles for the identified E&P peer group. In the event that the study shows total cash compensation for any particular role at Kimmeridge Operations is above a certain threshold (e.g. 120% or more of the average amount in the comparison group), Kimmeridge looks to identify particular reasons for the difference and determine whether adjustments should be made. The study is designed to help ensure that compensation and benefits paid to employees of Kimmeridge Operations and borne by the Funds are consistent with market ranges and not dissimilar from that of unaffiliated similarly situated employers, while still maintaining the ability to attract and retain top notch talent. To the extent that Kimmeridge charges costs of certain personnel of the Adviser to funds, portfolio companies or projects going forward, Kimmeridge will conduct a similar compensation study for these employees. Additionally, Kimmeridge engages a third party human resources services provider (Insperity, Inc.) that provides a comprehensive benefits package for Kimmeridge employees at a bundled rate. Kimmeridge believes that it would be difficult, for a number of reasons, to negotiate better rates for these services with other providers. From time to time, the Chief Operating Officer (“COO”), along with the General Counsel (“GC”)/Chief Compliance Officer (“CCO”), Finance team, and the Head of Talent, will review the services and pricing from Insperity and compare this with other options, such as insourcing or engaging with another provider, to determine whether to continue the service or make a change. In doing so, they will also consult with other members of the leadership team and will consider all relevant factors including but not limited to financial and implementation costs. Kimmeridge maintains relationships with brokers and consultants with whom the Firm works when seeking to lease or update office space. Such brokers and consultants work with Kimmeridge to help negotiate rental and other rates that are consistent with market ranges, as well as terms that are consistent with market expectations. In this way, Kimmeridge looks to ensure that overhead expenses of Kimmeridge Operations are fair and equitable, further working to mitigate potential conflicts associated with affiliates. Kimmeridge believes that the risks of any conflict of interest presented by virtue of allocating Kimmeridge Operations personnel expenses to the Funds are outweighed by the benefits of this structure. Many Kimmeridge Operations professionals have gathered institutional knowledge that helps the Funds operate in a more seamless and efficient manner. They have developed relationships with vendors and other industry participants and partners that help them understand and solve problems that are unique to Kimmeridge. The potential value to be added from this type of cultivated talent and institutional knowledge base is, in our view, extremely additive from a qualitative perspective, but difficult to quantify and test. For example, Kimmeridge Operations team members often conduct research and analysis on technical and geological components of an investment or prospective investment which are incorporated

into materials for Investment Committee and pipeline meetings where investments are presented to members of the Investment Committees for review and consideration prior to any formal approvals. Kimmeridge believes that it would not be able to achieve the same levels of oversight, rapport, shared resources and knowledge in an arrangement with a non-Kimmeridge vendor. Kimmeridge Operations team members report directly in many cases to the members of the Adviser’s Investment Teams – who are Kimmeridge partners. Kimmeridge Operations employees are able to be mentored by the very subject matter experts who conceive of the Funds’ investment ideas and guide them through the lifecycle of the asset. In this way, the Adviser believes that Kimmeridge Operations employees are motivated to outperform and aligned with the investment objectives of the Funds as set by the Investment Team members. Kimmeridge believes that fostering this type of connectivity and alignment would not be possible with thirdparty service providers. Importantly, as a wholly-owned subsidiary of Kimmeridge, Kimmeridge Operations employees are subject to the same compliance policies and procedures as employees of the Adviser, including the Code of Ethics and Personal Investment Policy (the “Code”). These professionals are also subject to the oversight of the GC/COO and must operate within the Firm’s overall compliance program. As such, Kimmeridge Operations team members are all fiduciaries to the Funds, and must act in accordance with the best interests of the Funds. This framework ensures alignment from a legal and regulatory standpoint, and further serves to support a culture of compliance embraced by the Firm as a whole. Accordingly, due to the nature and structure of the Funds’ carried interest provisions, there is little to no incentive for Kimmeridge to overpay or over allocate expenses of Kimmeridge Operations in an unfair or inequitable manner. Pursuant to the terms of the governing documents of the Funds, Kimmeridge Fund investors must recoup all expenses, including operating, organizational and capital expenses, before Kimmeridge or the relevant Fund general partner begins to accrue carried interest. As such, there is no benefit to Kimmeridge in over allocating such expenses and therefore, potential conflicts associated with transactions with an affiliate such as Kimmeridge Operations, are even further mitigated. For these reasons, the Adviser believes that using a third party service provider in lieu of Kimmeridge Operations to provide services to the Funds could be less accretive to the Firm’s operations and the Funds’ investors in that it would be far more expensive, less efficient and less beneficial to the Funds and their investors. As noted above, the Adviser believes that the Funds benefit from the use of its affiliated service provider, Kimmeridge Operations. The benefits of this arrangement are difficult to quantify, and these policies do not easily lend themselves to traditional methods of control setting, implementation and testing. As such, the Adviser believes that the qualitative controls and principles outlined above serve to mitigate the potential conflicts of interest associated with its use of affiliated personnel of Kimmeridge Operations in the day to day operations of the Funds. Third Party Service Providers: The Firm utilizes a number of third party service providers in connection with its investment advisory business. In addition to the service providers to the Kimmeridge Funds set out in the Firm’s Form ADV Part 1, Kimmeridge has also engaged third party firms that provide information technology and human resources support services as well as certain compliance support services. Kimmeridge performs due diligence on its key service providers as well as those of the Funds. Allocation of Investment Opportunities In exploring an investment opportunity, the Investment Team will consider whether such an investment is appropriate for a particular Fund in light of the Funds’ investment strategy, guidelines, process, structure and terms. If Kimmeridge believes it is appropriate to allocate an investment to more than one Kimmeridge Fund, Kimmeridge will review and consider the relevant facts and circumstances surrounding the potential allocation. One factor that is particularly determinative in this analysis is whether a Fund has undeployed

and available capital that can be allocated to a project or investment. Each Fund will generally have a limited amount of capital to deploy and each Fund’s limited partnership agreement (“LPA”) will generally contain restrictions or parameters (e.g. LPAC approval) on successor fund launches until a meaningful amount of capital has been deployed in a Fund. Additionally, the investment objectives of the Funds often differ substantially, and therefore situations in which investments would need to be allocated among more than one Kimmeridge Fund, and therefore any related conflicts, will generally be limited. The Funds generally allocate capital to investments indirectly, through one or more subsidiaries dedicated to a particular type of investment (i.e., public equity, pipeline, exploration and production). For example, Kimmeridge manages different strategies that may allocate capital to publicly traded energy companies. However, these strategies and their related Funds are differentiated by their investment methodology and approach. For example, Kimmeridge manages the KEEP strategy, an activist strategy that focuses on minority, non-controlling investments in publicly traded energy companies where the Investment Team believes it can effect change with active engagement. Kimmeridge also manages investment strategies utilized by its Flagship Funds where the Investment Team may allocate capital to public equity and debt positions in these companies when it believes there is a path to control. Therefore, overlap between the activist strategy and the flagship strategy is likely to be limited. But Kimmeridge may also manage and operate one or more flagship or other funds at the same time where investment opportunities arise that could be appropriate for one or more such Funds. Depending on the particular facts and circumstances, including any relevant language in a Fund’s LPA, Kimmeridge may treat allocations of investments among multiple Funds as potential conflicts of interest and require the approval of each Fund’s LPAC. In determining whether to recommend allocations of a particular investment among one or more Funds, including co-investment vehicles, Kimmeridge will consider factors similar to those underlying a recommendation to engage in an affiliated transaction. Such factors include but are not limited to: (i) whether a transaction is appropriate for a Fund in light of its investment strategy and thesis and business focus, (ii) the timing and duration of a particular transaction relative to the Fund’s position in its individual lifecycle, (iii) funding required for a transaction relative to availability of capital in a particular Fund, (iv) concentration limitations or other investment guidelines of each Fund, either as set out in a PPM or LPA, or otherwise determined by Kimmeridge, (v) macroeconomic factors, (vi) legal and regulatory considerations and (vii) other pertinent factors. The GC/CCO or a delegate will review these factors along with the IC members in an effort to ensure that all pertinent factors are presented to the members of any LPAC asked to authorize such an allocation. Additionally, Kimmeridge will typically include in any such presentation materials information explaining the potential benefits and risks of a particular transaction, reasoning of the Adviser in making its recommendation and other pertinent points, along with the advice and recommendations of any third party engaged to evaluate, or assign a valuation, price range or participation percentage to an investment. In all cases, where the Investment Team believes a particular investment is appropriate for more than one Fund, the allocation proposed will be one that is fair and equitable and consistent with the Compliance Manual, the relevant Fund documents and Kimmeridge’s fiduciary obligations. Certain methodologies may include cost of acquisition or valuation pro rata relative to capital commitments, third party comparable data allocated on a pro forma combined basis with a dilution mechanism and certain other methodologies commonly utilized in the private fund, finance or energy industry. From time to time, Kimmeridge may determine to exit certain investments for a variety of different reasons. For example, an investment may have reached its target valuation and the Adviser may determine to dispose of the asset to capture unrealized value. Additionally, the Adviser may determine that, because of timing, market opportunity or otherwise, an exit is appropriate in light of the realization potential of a particular investment. Certain other facts and circumstances may be considered by the Adviser in determining whether to exit an investment such as: (i) timing of the investment within the lifecycle of the Fund, (ii) a determination to reallocate Fund capital in accordance with the Adviser’s investment discretion,

(iii) a change in metrics or assumptions underlying the Adviser’s investment thesis, (iv) concentration limitations or other investment guidelines of each Fund, either as set out in a PPM or LPA, or otherwise determined by Kimmeridge, (v) occurrence of a risk event relating to the investment, (vi) macroeconomic factors, (vii) legal and regulatory considerations, and (viii) other pertinent factors. In some cases, the Adviser may determine to exit an investment held by more than one Kimmeridge Fund. In doing so, Kimmeridge will consider the above factors to ensure that a determination is fair and equitable for all related Funds. While Kimmeridge will generally exit an investment held by multiple Funds at the same time, in some cases, due to availability of capital, timing or otherwise, the Adviser may determine that exiting an investment is in the best interests of one Fund but maintaining the investment is in the best interests of another Fund. This can happen for example, in cases where two Funds have overlapping assets, but one Fund reaches the end of its stated term and investors expect a liquidation event, while another Fund may benefit from continuing to allocate capital to and/or manage the investment in furtherance of the Adviser’s investment thesis. Additionally, Funds may own the same asset but the path to ownership of that asset could be the result of differing investment theses and therefore it is possible that one Fund could exit the asset as a result of realizing that thesis while another Fund will retain the investment if that investment thesis is still being pursued. The Adviser will take all material factors into consideration when exiting an investment that is held by more than one Kimmeridge Fund. Allocation of Co-Investment and Limited Investment Opportunities. Typically, when Kimmeridge believes that there is a compelling co-investment opportunity, Kimmeridge will notify all investors in a particular Fund of the availability of such co-investment opportunity and request that such investors submit indications of interest to participate in such investment vehicle. In certain cases, Kimmeridge may also rely on side letter provisions where certain investors may have pre-emptive rights to commit capital to co-investment opportunities or have specifically requested that they be notified of coinvestment opportunities. Kimmeridge may also offer such opportunities to investors in other Kimmeridge Funds, or prospective investors, to the extent that sufficient indications of interest are not received in order to fund the target capital commitment for such investment, or where an investor maintains a dedicated coinvestment pool. In these ways, through disclosure in the Fund’s offering documents and Firm practices, potential conflicts associated with allocation of co-investment vehicles are substantially mitigated. Affiliated Transactions: Cross Trades and Principal Trades Kimmeridge does not anticipate routinely engaging in principal trades between the Funds (i.e., Kimmeridge selling any security to a client or purchasing any security from a client) or agency cross transactions (i.e., Kimmeridge, directly or indirectly, effecting a transaction for a client where Kimmeridge is acting as a broker on both sides of the transaction). Any such trade or transaction would be discussed with the COO and GC/CCO or a delegate who would consider, among other things, whether the transaction was structured in accordance with (i) relevant Advisers Act provisions, including Section 206(3) thereof, (ii) Kimmeridge’s fiduciary obligations and (iii) each Fund’s LPA. From time to time, Kimmeridge may recommend certain transactions, such as a merger, combination of assets, coordinated investment, purchase or sale or similar arrangement, between two or more Kimmeridge Funds or co-investment vehicles. Each Fund’s LPA, or regulatory considerations, may require the approval of a Fund’s LPAC in advance of conducting any transaction between two or more Funds, including affiliated transactions like cross trades. In addition, prior to requesting LPAC approval, Kimmeridge team members will consult with the GC/CCO or a delegate to identify any pertinent considerations, potential or actual conflicts of interest and potential ways to mitigate or manage any such conflicts of interest. Potential or actual conflicts of interest could arise in a number of situations, including because Kimmeridge or an affiliate may be incentivized to favor one Fund over another in connection with a particular transaction. Certain other factors will also inform the analysis of whether a transaction presents a conflict of interest, such as the amount of deployable capital available in a Fund, Fund concentration limits, timing of a transaction, financing considerations, whether a transaction is expected to occur within a Fund’s commitment period and/or term, independent analysis of transaction

valuation and/or participation percentage, etc. Approval of a Fund’s LPAC, an independent committee where Kimmeridge has no representation, prior to engaging in an affiliated transaction, mitigates potential or actual conflicts of interest. Other methods of further assisting the LPAC to evaluate transactions could include obtaining an independent third party valuation of a transaction or independent analysis and determination of Funds’ relative participation percentages. In certain cases, Kimmeridge may determine to allocate capital to one or more investments prior to incorporating such investment into a Fund’s portfolio. The Adviser may “warehouse” or “incubate” such investment. This will typically occur when Kimmeridge is preparing to launch a new product, but would like to begin investing to take advantage of a particular market or business opportunity that would not fit within the investment strategy of a currently existing Fund, whether due to limitations on available capital or otherwise. In these situations, Kimmeridge will disclose to prospective investors, typically in a supplement to the private placement memorandum of a fund, its plans to contribute warehoused investments to the new fund. Pricing of such a transaction will typically include the Adviser’s cost basis plus an agreed cost of capital in acquiring and managing the warehoused investment. Typically, if Kimmeridge looks to contribute a warehoused investment to a Fund after its launch, the LPAC of that Fund will need to provide prior authorization. In recommending a transaction among two or more Funds, Kimmeridge will consider a number of factors, including but not limited to: (i) whether a transaction is appropriate for a Fund in light of its investment strategy and business focus, (ii) the timing and duration of a particular transaction relative to a Fund’s position within its individual lifecycle, (iii) funding required for a transaction relative to availability of capital in a particular Fund, (iv) concentration limitations or other investment guidelines of each Fund; (v) macroeconomic factors, and (vi) legal and regulatory considerations. The Adviser will consider these factors in connection with any proposal to consolidate or otherwise recommend a transaction between two or more Kimmeridge Funds, or a principal transaction between the Adviser or an Affiliate and one or more Funds. In all cases, the GC/CCO or a delegate will review these factors along with the relevant members of senior leadership and ensure that necessary information is presented to the members of any LPAC who would be asked to approve such affiliated transactions. Additionally, Kimmeridge will typically include in presentation materials to the LPAC information explaining the potential benefits and risks of a particular transaction, reasoning of the Adviser in making its recommendation and other pertinent points, along with the advice and recommendations of any third party engaged to evaluate, or assign a value or participation percentage to, the transaction. Best Execution and Trading Kimmeridge Funds may invest in publicly traded equity or debt securities in connection with its Flagship strategies as well as in the KEEP strategy. Kimmeridge team members typically enter trades electronically via Bloomberg, or otherwise in writing, directing transactions to a number of broker dealer counterparties approved by its Brokerage Committee, as described below. In all cases, Kimmeridge will seek best execution when effecting these transactions. Kimmeridge does not participate in Wrap Fee Programs.

In certain circumstances, fees may be negotiated with investors and will generally depend on factors such as the particular Kimmeridge Fund or strategy in which the investor is investing, and timing and size of the investment. Generally, Funds created for purposes of co-investment will have a different fee structure, which could be lower than fee structures of other Kimmeridge Funds. Kimmeridge also manages other types of investment vehicles with alternative fee structures, including those with performance allocations or performance fees as opposed to those described above. Kimmeridge Fund documentation such as the private placement memorandum, limited partnership agreement, subscription documentation and potentially, side letters, set out all the relevant terms including distribution provisions and commitment periods. Kimmeridge Funds are privately offered and operate in reliance upon one or more exemptions from registration with the SEC. Other Expenses Borne by the Kimmeridge Funds In addition to the management fees, the Funds bear, directly or indirectly, all expenses related to the Fund’s operations (collectively, “Fund Expenses”), including, but not limited to, organizational expenses, capital expenses, operating expenses, capital raising costs (including travel and accommodation related costs), out of pocket expenses, fees of third party administrators, custodian banks, fees, costs and expenses directly related to purchasing, holding, maintaining, disposing of, financing, hedging, developing, operating, negotiating and structuring Investments, including costs of experts, petroleum engineers, geologists, landmen, consultants (including but not limited to those providing services relating to environmental, social, governance, health or safety issues relating to an investment of the Funds), geophysicists, including costs of Kimmeridge Operations, described in more detail below, and other service providers, including legal costs relating to personnel of Kimmeridge Operations, unreimbursed costs in connection with transactions (whether or not consummated) and travel expenses, fees and expenses of accountants and legal counsel and accounting services, any brokerage commissions and custodial expenses, any insurance, indemnity or litigation expense, any taxes, fees or other governmental charges levied against the Funds, principal, interest on and fees and expenses arising out of all borrowings made by the Funds, expenses associated with portfolio and risk management including currency hedging, expenses of liquidating the Funds, expenses incurred in connection with any tax audit or investigation of the Funds, and expenses associated with the Funds’ administrative and reporting costs, including expenses of one or more advisory committees, financial statements and tax returns. Kimmeridge Funds will also bear reasonable costs of consultants, including financial advisory or investment banking, business consulting, proxy advisory firms, tax consulting firms, industry associations and potential litigation funding to support regulatory efforts in a particular basin where a Kimmeridge Fund or subsidiary operates, as well as public relations firms. Eligible Fund Expenses will generally be allocated directly to the Kimmeridge Fund or project or portfolio company with respect to which the expense was incurred. Expenses of Kimmeridge Operations (including rent, healthcare, compensation, server expenses, phone charges, information technology maintenance, utilities, office supplies, building-related and other insurance, office-related expenses including cleaning and security), are borne by the Funds and in each case are allocated in a fair and equitable manner, generally based on the time allocated by each such employee over a recent time period. Each Fund’s limited partnership agreement and/or private placement memorandum sets out in more detail the expenses borne by the Funds and each limited partner. To the extent applicable, expenses of Kimmeridge Operations would be allocated to the KEEP Funds in a manner that is consistent with the Kimmeridge expense allocation policy. In addition, in certain cases, fees, reimbursements or other amounts received by the Adviser or its affiliates in connection with services provided to portfolio companies or investments may not be subject to offset against the management fee and may instead be retained by the Adviser or its affiliates. These may include,

for example, reimbursements for expenses directly related to a portfolio company, payments for services provided in the ordinary course of business, and fees related to operational, technical or data-driven services (including services provided by Kimmeridge Operations or similar affiliates), as well as other amounts permitted or approved in accordance with applicable Fund governing documents. These arrangements may give rise to a potential conflict of interest, as certain fees or other amounts received by the Adviser or its affiliates may not be subject to offset against the management fee. The Adviser seeks to manage these conflicts in accordance with its policies and procedures and applicable Fund documentation; however, there can be no assurance that all such fees or amounts will be subject to offset or that the Adviser will not receive greater compensation as a result of such arrangements. Kimmeridge does not currently have any arrangements whereby compensation is paid to third parties for marketing Kimmeridge Funds.

In light of the private equity and performance-based compensation structures of the Kimmeridge Funds, potential conflicts associated with managing performance-based fees and accounts on the one hand and other types of accounts with non-performance-based fees on the other, are unlikely to arise in the normal course of our business. In certain cases, Kimmeridge Funds are managed in a side-by-side manner, for example, where one Fund is structured to accept tax-exempt investors and another is structured to accept taxable investors, in the case of a co-investment arrangement or where Funds with similar investment objectives are eligible to allocate capital to the same investments. In these cases, Kimmeridge will allocate investments in a manner that is: (i) consistent with the Fund’s offering and governing documents and consistent with its discretionary authority; (ii) fair and equitable; and (iii) without regard to the particular level of performance-based compensation or carried interest that could potentially be generated from such Fund or whether such Fund is already generating carried interest. For example, Kimmeridge may allocate expenses directly relating to a particular Fund or co-investment (i.e., legal and organizational expenses for a particular Fund) or may allocate expenses relating to multiple Funds or co-investments on a pro rata basis based on relative committed capital or invested capital etc. To the extent the Adviser manages investments through a Fund and one or more holding companies or similar entities at the same time, including where certain investors participate directly at the holding company level, the Adviser will seek to manage such arrangements in a manner it believes to be fair and equitable over time. These circumstances may present potential conflicts of interest, including with respect to the allocation of investment opportunities, timing of investments or exits, and the deployment of capital. The Adviser seeks to address such conflicts in accordance with its policies and procedures and its fiduciary obligations. Kimmeridge may also establish dedicated co-investment vehicles after a Fund has allocated capital to an investment. As a result, multiple vehicles may hold the same investment but have different investment objectives or constraints or may have allocated capital to the same investment at differing valuations. For example, an investor in a co-investment vehicle may request or determine to sell or reduce a position while the main Fund continues to hold or increases its position. These situations may result in Kimmeridge buying

or selling the same security at different times, in different amounts, or on different terms. Such side-by-side management creates potential conflicts of interest, including: (i) how to allocate investment opportunities between the Fund and a co-investment vehicle; (ii) the timing of transactions where one vehicle seeks to exit a position while another continues to hold or acquire the same security; and (iii) the potential market impact on trading activity in one vehicle that could affect the price of a security held in another vehicle. Kimmeridge seeks to manage these conflicts fairly and in accordance with its allocation policy. However, there can be no assurance that conflicts will always be resolved in favor of any particular vehicle or that results for different vehicles will be the same. For the most part, Kimmeridge expects that the Flagship Funds will focus any investments in public equities on controlling interests, while the KEEP Funds will take non-controlling positions in these securities. It is not currently anticipated that there will be any overlapping investments between the KEEP Funds and the Flagship Funds but in the event of any such overlap, Kimmeridge would manage such investments in a fair and equitable way and, as outlined above, and in accordance with the Adviser’s established policies and procedures with respect to conflicts of interest.

As a result, such persons may owe fiduciary duties to both a portfolio company and one or more Kimmeridge Funds. Conflicts of interest may arise where an investment opportunity or asset may be suitable for both a portfolio company and a Fund (for example, where a portfolio company and a Fund each seek to acquire the same or a similar asset), or where decisions made in respect of a portfolio company could have differing impacts on a Fund. In such circumstances, the Adviser may have an incentive to favor one client over another or may be constrained in its ability to act solely in the interests of a particular client. The Adviser seeks to manage these conflicts in a manner it believes to be fair and equitable and consistent with its fiduciary obligations. In doing so, the Adviser will consider relevant facts and circumstances, including the investment objectives, strategies, available capital, and existing holdings of the applicable Fund or portfolio company, as well as legal, regulatory, contractual and governance considerations. The Adviser may also implement mitigation measures such as internal review by senior personnel, consultation with the GC/CCO or a delegate, adherence to its allocation and conflicts policies and procedures, and, where appropriate, disclosure to and/or approval from a Fund’s Limited Partner Advisory Committee. However, there can be no assurance that any such conflict will be resolved in favor of any particular client or that outcomes will be the same across clients.

Investment discretion over the management of the Kimmeridge Funds is delegated to Kimmeridge by the General Partner of each Fund. Each Fund’s private placement memorandum and LPA sets out the Fund’s investment strategy and guidelines. Certain investors may also impose limited restrictions on a Fund’s investments via a side letter agreement with Kimmeridge. For the most part, these types of restrictions are limited to investment concentration guidelines with respect to a particular type of investment or geological formation. The Investment Team regularly reviews the Funds’ investments in this regard and in connection with regular investment monitoring and oversight, in particular via review of the monthly Fund financial statements prepared and reviewed by the Finance team and distributed to the Investment Team members to review and confirm the information therein. In addition, the Finance Team monitors each Funds’ investment guidelines, including prior to making any new investments, to confirm compliance with investment guidelines. Kimmeridge exercises great care in monitoring the Funds’ investments in a manner that is designed to ensure that the Funds are managed in compliance with the Funds’ objectives, restrictions and guidelines. Flagship Strategies Kimmeridge’s flagship investment strategies focus on identifying unconventional U.S. oil and gas assets that sit at the front-end of the cost curve. Kimmeridge applies its in-house technical and geologic expertise to identify and evaluate the core area for operating. Kimmeridge’s pursuit of assets at attractive values can include select positions in public energy companies and in mineral interests. Assets at the front of the U.S. cost curve are those that are most economic through the commodity price cycle. Kimmeridge looks to access these assets through two principal approaches: (1) by land aggregation in established basins, taking on complex leasing programs where others may lack the resources or capabilities to do so; and (2) by use of geologic screening in emerging basins, identifying entry points through its differentiated investment screening methodology. Kimmeridge employs a proprietary multi-stage screening methodology developed in-house to identify and evaluate investment opportunities. Typically, initial stages involve identifying a historically conventional basin, analyzing and assessing correlation between deposits within basins and studying petroleum systems of major hydrocarbon basins. The Firm and the Flagship Funds maintain the following advisory committees or boards that act in an oversight capacity: Limited Partner Advisory Committee Each Fund maintains an LPAC, which provides advice to the Firm and each Fund in connection with actual or potential conflicts of interest and other related matters. The LPAC has the authority to grant approvals and to take various other actions that are specified in the particular limited partnership agreement. The LPAC generally meets on an annual basis and more frequently as needed. Energy Advisory Board Kimmeridge also maintains an Energy Advisory Board (“EAB”) consisting of industry professionals who act as a peer review committee for entry into new geological concepts and their development. The EAB generally meets quarterly and does not maintain investment discretion or direct Fund investments. EAB members are entitled to an annual fee payable by the Funds, and are reimbursed for reasonable expenses

incurred by them in connection with their service and in some cases, may invest in the Funds without incurring a Management Fee or Carried Interest. Investment Committee Each Flagship Fund maintains an Investment Committee responsible for making material investment decisions with respect to the Kimmeridge Funds. The composition of each Fund’s Investment Committee may differ and will generally include the Founding Members along with Mr. Lockshin, Mr. Inkster and/or Ms. Mills. The Investment Committee may include one or more limited partners of Kimmeridge Funds in a nonvoting, observer capacity. KEEP Strategy The KEEP strategy invests in public E&P companies to advocate for shareholders and enact change through active minority interests. The KEEP strategy focuses on reforming capital allocation, governance and environmental stewardship to unlock shareholder value. KEEP’s primary goals of engagement are to: drive multiple expansion via the implementation of a transformed, profitable business model with defined and sustainable shareholder return frameworks; push for necessary value accretive consolidation in the space to create larger, more investable companies that will attract increased investor interest; align management incentives with shareholder interests to drive proper value creation; improve corporate governance through instituting board limits and enabling board refreshment; address environmental concerns via thorough reporting, increased emissions reductions, the elimination of flaring, and target setting to demonstrate long-term sustainability of the business. KEEP maintains the following advisory committees or boards that act in an oversight capacity: Limited Partner Advisory Committee Each KEEP Fund maintains an LPAC, which provides advice to the Firm and the KEEP Funds in connection with actual or potential conflicts of interest and other related matters. The LPAC has the authority to grant approvals and to take various other actions that are specified in the particular limited partnership agreement. The LPAC generally meets as needed. KEEP Advisory Board The KEEP Advisory Board is comprised of experienced professionals who act as a peer review committee for KEEP’s investment process and operations. The KEEP Advisory Board does not maintain investment discretion or direct Fund investments. Members may receive cash compensation, are entitled to be reimbursed for reasonable expenses incurred by them in connection with their service on the committee and may invest in the KEEP Funds without incurring a Management Fee or Carried Interest. Investment Committee KEEP also maintains an Investment Committee responsible for making material investment decisions with respect to the KEEP Funds. The Investment Committee is comprised of Mark Viviano, Ben Dell and Neil McMahon. Kimmeridge Carbon Solutions Strategy The Kimmeridge Carbon Solutions (“KCS”) strategy is focused on investments that support the growth of renewable energy and drive global decarbonization. KCS will look to allocate capital to investments that focus on the development of renewable power and on activities that reduce or remove carbon emissions.

In implementing this strategy, Kimmeridge will look to leverage current capabilities, knowledge base and technical expertise of its in-house teams in furtherance of alternative energy projects. Limited Partner Advisory Committee Each KCS Fund maintains an LPAC, which provides advice to the Firm and KCS in connection with actual or potential conflicts of interest and other related matters. The LPAC has the authority to grant approvals and to take various other actions that are specified in the particular limited partnership agreement. The LPAC generally meets as needed. KCS Advisory Board The KCS Advisory Board is comprised of experienced professionals who act as a peer review committee for KCS’s investment process and operations. The KCS Advisory Board meets quarterly and does not maintain investment discretion or direct fund investments. Members are entitled to be reimbursed for reasonable expenses incurred by them in connection with their service on the committee and may invest in KCS without incurring a Management Fee or Carried Interest. Investment Committee KCS also maintains an Investment Committee responsible for making material investment decisions. The KCS Investment Committee is comprised of Ben Dell, Henry Makansi and Emily Mills. Risks Related to Investment Strategies Investing involves a risk of loss that investors should understand and be prepared to bear. Our investment strategies involve significant risk of loss, including the possibility of a total loss of your investment. Material risks include, but are not limited to, the following: Concentration in Energy Industry. The Firm’s investment strategies concentrate on the energy industry, specifically oil and gas, which involves significant risk of loss, and can be compounded by other factors, and success is substantially dependent on prevailing prices for oil and natural gas as well as the demand for oil and natural gas. A substantial and prolonged decline in oil and gas prices could have a material adverse effect on the Firm’s investments and the Kimmeridge Funds. The volume of oil and gas produced and the prices obtainable therefore will be affected by market factors beyond the Firm’s control. Such factors include the extent of domestic production, the level of imports of oil and gas from outside the U.S., the general level of market demand on a regional, national and worldwide basis, domestic and foreign economic conditions that determine levels of industrial production, political events in foreign oil-producing regions and variations in governmental regulations and tax laws or the imposition of new governmental requirements upon the energy industry. Assumption of Catastrophe Risks. The Firm’s investment strategies may be subject to the risk of loss arising from direct or indirect exposure to various catastrophic events, including hurricanes, earthquakes and other natural disasters (which may be caused, or enhanced in frequency and severity, by climate change factors); war, terrorism and other armed conflicts; cyberterrorism; major or prolonged power outages or network interruptions; and public health crises, including infectious disease outbreaks, epidemics and pandemics. To the extent that any such event occurs and has a material effect on global financial markets or specific markets or issuers in which the Partnership invests (or has a material negative impact on the operations of the Adviser, the risks of loss can be substantial.

Active Investing Strategies. Kimmeridge Funds, in particular, the KEEP Funds, may utilize active investing strategies which may not always be successful, and which may incur significant costs and expenses, and can involve meaningful investments of time, resources and capital depending on the particular circumstances, including whether litigation against a Fund is pursued, all of which are outside of the Firm’s control. Specifically, legal, public relations, proxy solicitation and other advice and consulting expenses may be higher when engaging in an activist strategy as compared to other types of investment activities. The success of these types of investment strategies are dependent on a number of different factors, including, among others, the ability to identify companies whose share price can be improved through corporate or strategic action, willingness of management and other shareholders to respond positively to the Firm’s engagement with a company, regulatory filings and restrictions associated with taking larger positions in public companies. Other factors may prevent the Firm from successfully implementing an active investment strategy such as a company’s defensive and tactical approach in responding to an activist campaign, inability of a company to perform in line with expectations and whether there is sufficient liquidity to realize any price increase. Restrictions like this could materially impair the Firm’s ability to successfully implement its investment strategy. Additionally, engaging with publicly traded companies, in particular if a proxy campaign is launched, typically necessitates public communications and related filings that could negatively impact the Firm’s reputation. Laws and regulations governing the Firm’s investments in excess of certain thresholds may affect the Firm’s ability to purchase, sell or liquidate all or part of its investment in a publicly traded company. Climate Change-Related Risks. The environmental effects of climate change, including rising temperatures, extreme weather, fires, flooding, erratic weather fluctuations, agricultural failures and displacement and destabilization of human populations, could have materially adverse effects on the Funds’ investments. These risks may increase over time, although the time period over which these consequences might unfold is difficult to predict. In addition to the physical, economic and geo-political risks associated with climate change, there are transition risks. The willingness of certain governments, industries and businesses, especially those that profit from, or have a reliance on, fossil fuels, to adapt to climate change or transition to sustainable practices may also adversely affect the investments. Regulatory changes and divestment movements tied to concerns about climate change could adversely affect the value of certain industries whose activities or products are seen as accelerating climate change, or ill-positioned in light of the economic and social demands imposed by climate change. In recent years, certain investors have incorporated the business risks of climate change and the adequacy of companies' responses to climate change as part of their investment theses. These shifts in investing priorities may result in adverse effects on the trading price of investments if investors determine that a company has not made sufficient progress on climate change and environmental sustainability matters whether or not climate change proves to be as severe as predicted or preventable. The values of investments whose performance is linked to assets and revenue streams that are exposed to climate change risk, including futures and swaps that directly or indirectly reference fuel, energy, transportation and agricultural prices, real estate property values, mortgages, taxes, insurance rates and proceeds of tourism, may readily be affected by both long-term, systemic effects of climate change, as well as severe environmental events whose occurrence is inherently unpredictable.

General Economic Conditions. General economic conditions may affect the Firm’s activities. Interest rates, general levels of economic activity, the price of securities and participation by other investors in the financial markets may affect the value and number of investments made or considered for prospective investment. The value of investments may fluctuate in accordance with changes in the financial condition of the Investments and other factors that affect the markets in which the Firm invests. Economic slowdowns or downturns could lead to financial losses, which could adversely impact investment returns. Inflation. Inflation results from the variation in the value of cash flows from an investment due to inflation, as measured in terms of purchasing power. The United States and other economies have recently experienced historically high inflation rate levels and there is uncertainty in connection with changing expectations relating to inflation and deflation. Changes in inflation rates may adversely impact a Fund’s investments. For example, returns on investments which have fixed interest rates may suffer as a result of inflation. Potential Interest Rate Fluctuations. The uncertainty of the U.S. and global economy, changes in U.S. government policy, and changes in the federal funds rate, increase the risk that interest rates will remain volatile in the future. Sustained future interest rate volatility may cause the cost of borrowing to increase and the value of the fixed income securities to decrease, thereby reducing returns. Furthermore, the inability to borrow on satisfactory terms, or at all, may cause a Fund to sell Investments at inopportune times, for instance, because the Fund is unable to refinance borrowings as they become due. Geopolitical Risks. An unstable geopolitical climate and continued threats of terrorism and war could materially impact general economic conditions, market conditions in the oil and gas industry and market liquidity. Additionally, a serious public health crisis or outbreak of infectious disease, such as severe acute respiratory syndrome, avian flu, H1N1/09 flu and COVID-19 could have a negative impact on the economy, and business activities and operations of the Firm. These events may increase the risk of default of particular investments, negatively impact market value, increase market volatility and cause credit spreads to widen and reduce liquidity, all of which could have an adverse effect on returns and ability to make new investments. No assurance can be given as to the effect of these events on the value of, or markets for, investments. Russian-Ukrainian Conflict. The Russian invasion of Ukraine that commenced on February 24, 2022 has resulted in complex, evolving and systemic economic effects that may influence financial benchmarks key to asset pricing, interest rates and lending availability, as well as financial and physical market liquidity, and the price and availability of essential commodities, in an unpredictable fashion for an uncertain duration. Acute effects to particular commodity and foreign securities markets are possible. Russia and Ukraine are major participants in certain commodities sectors, such as for agricultural (e.g., wheat) and energy (e.g., oil and natural gas) products. Furthermore, this conflict has also resulted in swift multilateral sanctions targeting Russia’s financial sector and access to capital markets with designations of dozens of individuals and entities, including the Russian Central Bank, several large publicly-traded Russian banks and companies, Russia’s sovereign wealth funds, and Russian oligarchs and other members of the Russian elite, including Russian Federation President Vladimir Putin. The sanctions imposed are complex and the prohibitions apply to various types of debt and equity transactions involving sanctioned persons, including bonds, loans, loan guarantees, extensions of credit, letters of credit, stocks, share issuances, and depository receipts, among others. For example, U.S. persons are prohibited from transacting, financing or otherwise dealing in certain new debt and equity of certain financial institutions and companies critical to

the Russian economy. In addition, certain imports, exports, the transfer of US dollar banknotes to Russia, and new investments involving the Russian energy sector are prohibited. The unpredictable and evolving economic effects resulting from the Russia-Ukrainian conflict and the regulations, orders, and sanctions adopted by governments in response to this conflict may affect the value of an investment or a Fund’s ability to acquire or dispose of an investment in an efficient manner. These factors may have negative consequences for the valuation of an investment that may not be anticipated or able to be hedged against. Israel-Hamas Conflict. The active armed conflict in the Middle East has contributed, and may continue to contribute, to volatility and instability in global markets, particularly the oil and gas markets, in an unpredictable fashion for an uncertain duration. This active armed conflict could negatively impact the business and financial conditions of an investment in unpredictable ways. Actions taken in connection with armed conflicts are impossible to predict, and may have a negative impact on a Fund’s business strategy. Even if any existing conflict is resolved in the near-to-mid-term, the Middle East has historically been subject to unsettled political conditions, ethnic, religious and social conflict and regional hostilities. Any geopolitical concerns that arise due to continued tensions in the Middle East may impede business activity and adversely affect the environment for the Investment. The threat of potential or actual warfare or escalating political tensions in the Middle East may continue to contribute to instability and volatility in global financial markets in the future. There can be no assurance that such continued tensions will not become a problem in the future and thus adversely affect a Fund’s returns. Volatility in the Middle East historically has caused, and may in the future cause, significant fluctuations in the oil and gas markets. The results of such volatility are incredibly difficult to predict and may have significant adverse effects on returns. Furthermore, such volatility may have adverse spill-over effects into the global financial markets generally (including the U.S.). A Fund’s or an investment’s success will be dependent on general economic and market conditions and activity, including interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws, trade barriers, currency exchange controls, and national and international political circumstances (including wars, terrorist acts or security operations). These and similar factors could have an adverse effect on the value of a Fund and its investments and on returns to investors Availability of Investment Opportunities. It may be difficult to identify an adequate number of attractive and suitable investment opportunities. The business of identifying and investing in oil and gas interests is highly competitive and involves a high degree of uncertainty. Many, if not all, of the investments will be highly illiquid and contemplated exit strategies can be adversely affected by numerous factors outside of the Firm’s control, including prevailing market and general economic those specific to the energy or E&P industry. Illiquid and Long-Term Investments. In light of the illiquid nature of most of the Firm’s investments, realization of returns, if any, on an investment generally will most likely occur only upon the partial or complete disposition of such investment. Additionally, most investments are likely to be long-term in nature and it is unlikely that there will be a public market for much of the Firm’s investments. In some cases, the Firm could be prohibited or limited by contract or otherwise from selling certain securities for a period of time, and as a result, may not be permitted to sell or liquidate an investment at a time it might otherwise desire to do so. A Fund’s investments may also be less liquid to the extent they are subject to restrictions

on resale due to regulatory limitations, the size of a Fund’s position in a particular company or a combination thereof. Unavailability of Equipment or Personnel. The energy industry is cyclical and, from time to time, there is a shortage of drilling rigs, equipment, supplies, or qualified personnel. During these periods, the cost and delivery times of rigs, equipment, and supplies are substantially greater. In addition, demand for, and wage rates of, qualified drilling rig crews rise with increases in the number of active rigs in service. If the unavailability or high cost of drilling rigs, equipment, supplied, or qualified personnel were particularly severe the Firm’s business could be materially and adversely affected. Operating Hazards and Uninsured Risks. Investments will be subject to substantial operating risks, such as unusual or unexpected geologic formations, pressures, downhole fires, mechanical failures, blow-outs, cratering, explosions, pipe failure, uncontrollable flow of oil, gas or well fluids and pollution and other environmental risks. These hazards could result in substantial losses to an investment due to injury and loss of life, severe damage to and destruction of property and equipment, pollution and other environmental damage, suspension of operations and costs of remediation. Any offshore operations of an investment will be subject to a variety of operating risks peculiar to the marine environment, such as hurricanes or other adverse weather conditions, to more extensive governmental regulation, including regulations that may, in certain circumstances, impose strict liability for pollution damage, and to interruption or termination of operations by governmental authorities based on environmental or other considerations. Our operations could result in liability for personal injuries, property damage, oil spills, discharge of hazardous materials, remediation and clean-up costs, and other environmental damages. Substantial liabilities to third parties or governmental entities may be incurred, the payments of which could have a material adverse effect on the Firm and the Kimmeridge Funds. Environmental Liabilities. The oil and gas business is subject to environmental hazards, such as oil spills, gas leaks and ruptures, discharges of petroleum products and hazardous substances, and historic disposal activities. These environmental hazards could create material liabilities for property damages, personal injuries, or other environmental harm, including costs of investigating and remediating contaminated properties. A variety of stringent federal, state, and local laws and regulations govern the environmental aspects of the oil and gas business. Any noncompliance with these laws and regulations could result in material administrative, civil or criminal penalties, or other liabilities. Additionally, compliance with these laws may, from time to time, result in increased costs of operations or decreased production, and may affect acquisition costs. Drilling and Engineering Risks. The revenues and operating results of the Firm’s business activities and investments will be dependent upon the success of their respective exploitation, development, and drilling activities. These oil and gas activities involve numerous risks, including the risk that no commercially productive oil or natural gas reservoirs will be encountered. The timing and cost of drilling, completing, and operating wells is often uncertain, and drilling operations may be curtailed, delayed, or canceled as a result of a variety of factors, including unexpected drilling conditions, pressure or irregularities in formations, equipment failures or accidents, adverse weather conditions, compliance with governmental requirements, and shortages or delays in the availability of drilling rigs and the delivery of equipment. Evaluation Limitations. The acquisition of a specific asset or project will depend in part on the evaluation of data obtained from geophysical and geological analyses, seismic data and other information, the results of which are often inconclusive and subject to various interpretations. The process of estimating oil and gas

reserves is complex and inherently subjective, requiring significant estimates and assumptions. Information may be incomplete (particularly in early-stage opportunities), and implications of available data may not be fully understood. Investments in Less Established Companies. A Fund may invest a portion of its assets in the securities of less established companies, or early-stage companies. Investments in such early-stage companies may involve greater risks than generally are associated with investments in more established companies. To the extent there is any public market for the securities held by the Fund, such securities may be subject to more abrupt and erratic market price movements than those of larger, more established companies. Less established companies tend to have lower capitalizations and fewer resources and, therefore, often are more vulnerable to financial failure. Such companies also may have shorter operating histories on which to judge future performance and in many cases, if operating, will have negative cash flow. Early-stage companies with little or no operating history may require substantial additional capital to support expansion or to achieve or maintain a competitive position, may produce substantial variations in operating results from period to period or may operate at a loss. Hydraulic Fracturing. Hydraulic fracturing is an important and commonly used process in which the Firm is regularly engaged in some or all of its investment and business operations. In recent years, some experts have warned that hydraulic fracturing could adversely affect groundwater and the Firm is subject to potential related risks and claims. Hedging. Hedging may be used in an effort to reduce exposure to the volatility of oil and gas prices or to otherwise manage portfolio risk. Certain types of hedging contracts reduce the ability to fully benefit from increases in oil and gas prices above the fixed amount specified in the hedge agreement. Commodity derivative transactions may be used to hedge against price fluctuations with respect to expected production volumes that either are not or cannot be hedged otherwise. The use of hedging strategies is a highly specialized activity and there can be no assurance that their use will achieve their intended result. Governmental and Environmental Regulation. The oil and gas industry is subject to extensive regulation under a wide range of U.S. federal and state statutes, rules, orders and regulations. In addition, various federal, state and local laws and regulations relating to the protection of the environment may affect the operations and costs of the Firm’s investment and business operations. Key Personnel. The Firm’s success depends in large part on the skill and expertise of the Kimmeridge investment team. The loss of key personnel could have a material adverse effect on the Firm and the Kimmeridge Funds’ ability to realize their investment objectives. There can be no assurance that the existing management teams, or any new team, will be able to successfully operate or implement the Firm’s operations and investment activities. Additionally, the Firm makes investment decisions that are based in large part on the judgments, views and analyses of individuals comprising the investment team. There is no guarantee that implementing the ideas and strategies generated by the investment team will result in positive performance for the Firm or the Kimmeridge Funds. Board Participation. Kimmeridge representatives may participate on or serve as members of boards of directors or serve as observers on such boards of directors in connection with the Firm’s investment and business activities. Although such positions in certain circumstances may be important to the investment strategy and add value, they may also have the effect of impairing the ability to sell the related securities when, and upon the terms, it may otherwise desire, and may involve the Firm and the Kimmeridge Funds

in claims they would not otherwise be subject to as an investor, including claims of breach of duty of loyalty, securities claims and other director-related claims. Duties and obligations to a company on which a Kimmeridge representative serves as a board member could potentially conflict with the interests of investors in the Kimmeridge Funds or the obligations of the Kimmeridge representatives to the Kimmeridge Funds. Such conflicts may also arise where a portfolio company and a Fund pursue the same or similar investment opportunities. See Item 7 (Types of Clients) and Item 6 (Performance-Based Fees and Sideby-Side Management) for additional information regarding these conflicts and how the Adviser seeks to address them. Cybersecurity Risk. As part of its business, the Firm processes, stores and transmits large amounts of electronic information, including information relating to the transactions of the Funds and personally identifiable information of the beneficial owners and investors in the Funds. Similarly, third party service providers may process, store and transmit such information. The Firm has procedures and systems in place that it believes are reasonably designed to protect such information and prevent data loss and security breaches. However, such measures cannot provide absolute security. The techniques used to obtain unauthorized access to data, disable or degrade service, or sabotage systems change frequently and may be difficult to detect for long periods of time. Hardware or software acquired from third parties may contain defects in design or manufacture or other problems that could unexpectedly compromise information security. Network connected services provided by third parties may be susceptible to compromise, leading to a breach of the network. Kimmeridge’s systems or facilities may be susceptible to employee error or malfeasance, government surveillance, or other security threats. Online services provided by Kimmeridge to the investors in the Funds may also be susceptible to compromise. Breach of Kimmeridge’s information systems may cause information relating to the transactions of the Funds and personally identifiable information of Fund investors and beneficial owners to be lost or improperly accessed, used or disclosed. Financial Institution Risk. Distress Events. An investment in a Fund is subject to the risk that one of the Fund’s banks, brokers, hedging counterparties, lenders or other custodians of some or all of the Fund’s assets (each, a “Financial Institution”) fails to perform its obligations or experiences insolvency, closure, receivership or other financial distress or difficulty (each, a “Distress Event”). Distress Events can be caused by factors including eroding market sentiment, significant withdrawals, fraud, malfeasance, poor performance or accounting irregularities. In the event a Financial Institution experiences a Distress Event, Kimmeridge and the Funds may not be able to access deposits, borrowing facilities or other services for an extended period of time or ever. Although assets held by regulated Financial Institutions in the United States frequently are insured up to stated balance amounts by organizations such as the Federal Deposit Insurance Corporation (“FDIC”), in the case of banks, or the Securities Investor Protection Corporation (“SIPC”), in the case of certain broker-dealers, amounts in excess of the relevant insurance are subject to risk of loss, and any non-U.S. Financial Institutions that are not subject to similar regimes pose an increased risk of loss. Although in recent years governmental intervention has resulted in additional protections for depositors, there can be no assurance that governmental intervention will be successful or avoid the risk of loss, substantial delays or negative impact on banking or brokerage conditions or markets. Any Distress Event has a potentially adverse effect on the ability of Kimmeridge to manage the Funds and their investments, and on the ability of Kimmeridge and/or the Funds to maintain operations, which in each case could result in significant losses and unconsummated investment acquisitions and dispositions. Such losses have the potential to include a Fund to pay fees and expenses in the event the Fund is not able to close a transaction (whether due to the inability to draw capital on a credit line provided by a Financial

Institution experiencing a Distress Event, the inability of investors to make capital contributions or otherwise), as well the inability of a Fund to acquire or dispose of investments at prices that the relevant General Partner believes reflect the fair value of such investments and/or the inability to make payroll, fulfill obligations and maintain operations. Although Kimmeridge expects to exercise contractual remedies under the agreements with Financial Institutions in the event of a Distress Event, there can be no assurance that such remedies will be successful or avoid losses or delays. Many Financial Institutions require, as a condition to using their services or otherwise, that Kimmeridge and/or the relevant Fund maintain all or a set amount or percentage of their respective accounts or assets with the Custodian, which heightens the risks associated with a Distress Event with respect to such Custodians. Although Kimmeridge seeks to do business with Custodians that it believes are creditworthy and capable of fulfilling their respective obligations to the Funds, Kimmeridge is under no obligation to use a minimum number of Custodians with respect to any Fund, or to maintain account balances at or below the relevant insured amounts. Artificial Intelligence and Machine Learning Developments. The ongoing evolution in artificial intelligence and machine learning technologies (collectively, “Machine Learning Technology” or “MLT”), could present potential risks to the Funds and/or Kimmeridge. Kimmeridge may use MLT as part of its investment, research, or decision process. When relying on MLT, there are certain risks involved, including data quality, copyright and trade secret violations, confidentiality breaches, unauthorized access or malware risk, insider trading, breach of contract, cybersecurity, and privacy law violations. Data inputs and outputs are assessed and evaluated for data integrity, however, there is no assurance for accuracy, and Funds may be negatively affected. Kimmeridge has adopted policies and procedures designed to address and mitigate associated risks and comply with applicable laws and regulations. It is possible that Kimmeridge personnel and other associated persons of Kimmeridge and any of its affiliates (including former Kimmeridge investment professionals and/or other personnel who are, or were, involved in the affairs of one or more of the Funds) could, unbeknownst to Kimmeridge, utilize MLT in a manner that subjects Kimmeridge and the Funds to potential risks. Side-by-Side Management Risk. Kimmeridge may manage Funds and co-investment vehicles on a sideby-side basis. As described in Item 6 (Performance Fees and Side-by-Side Management), this structure may result in multiple vehicles holding the same securities but entering and exiting such investments at different times or on different terms. These practices may create potential conflicts of interest, including the allocation of investment opportunities, timing of transactions, and the potential market impact of trading activity in one vehicle or another. Kimmeridge seeks to manage these conflicts in accordance with its policies and procedures, but there can be no assurance that conflicts will always be resolved in favor of any particular vehicle or that investment results will be the same across vehicles. Structural and Allocation Risk. Investments held through holding companies or similar entities may involve different structural, governance, liquidity, or economic considerations than investments made through pooled Fund vehicles. In addition, where the Adviser manages investments across different structures simultaneously, including Funds and holding companies, there is a risk that the timing, size, or terms of investments or exits may differ among such structures. There can be no assurance that any particular structure will achieve the same investment results as another.

Other Investment Strategies Kimmeridge may from time-to-time launch, cultivate, research, evaluate and incubate investment strategies other than those currently utilized in managing the Funds. To the extent that such other investment strategies present potential conflicts of interest for the Firm and its investors, Kimmeridge will adopt and implement policies and procedures reasonably designed to mitigate such conflicts and will take other steps such as obtaining the approval of a relevant LPAC.

However, as a subsidiary of a registered investment adviser, employees of Kimmeridge Operations are subject to the Firm’s compliance policies and procedures including but not limited to the Code. Additionally, Kimmeridge Investment Team members and sales and marketing professionals conduct due diligence and other meetings, including investor and prospect meetings, in the Kimmeridge Operations offices. The Kimmeridge Funds operate under exemptions from registration with the SEC and CFTC under the Investment Company Act, as amended, the Securities Act of 1933, as amended and the Securities Exchange Act of 1934, as amended. The Adviser is affiliated with a wholly‑owned subsidiary organized in the United Kingdom, Kimmeridge Energy Management Ltd. (“Kimmeridge UK”), which is authorized and regulated by the U.K. Financial Conduct Authority (“FCA”) as a MiFID investment firm. Kimmeridge UK is authorized to advise on investments and arrange and bring about deals in investments in accordance with applicable U.K. regulatory requirements. Kimmeridge UK maintains its own compliance policies and procedures. In addition, Kimmeridge maintains a branch office in Abu Dhabi that is licensed by the Financial Services Regulatory Authority of the Abu Dhabi Global Market (“FSRA”) to provide advising and arranging services through a Category 4 license. Personnel operating through the Abu Dhabi branch are subject to the Adviser’s compliance program and code of ethics. Kimmeridge may also conduct research on and make investments in certain projects, intellectual property, businesses, equipment and facilities that relate to the oil and gas industry, wastewater treatment, management, filtration, renewable energy and certain other ventures. Kimmeridge may also collaborate

with universities, institutions, and other entities to support, maintain, manage, sponsor and implement such research projects. See Item 4 (Advisory Business) for additional information on Kimmeridge affiliates.

Kimmeridge has adopted policies and procedures designed to comply with the applicable provisions of the Federal Securities Laws, including the Code and its personal trading policy which is set out therein. The Code sets out general principles of fiduciary duty applicable to Kimmeridge employees including the personal investment policy which is a core component. In particular, the Code: (i) requires supervised persons to disclose all personal securities holdings and/or transactions and (ii) imposes certain restrictions on personal securities trading. The Adviser’s supervised persons are required to acknowledge that they have reviewed and understand the Code (as well as the Adviser’s other policies and procedures), and that they have complied with and agree to comply with the Code (including any revisions or updates). The policy also includes provisions relating to the confidentiality of the Adviser and client information, restrictions on the acceptance of significant gifts and the reporting of certain gifts and business entertainment, among other policies. The GC/CCO or a delegate will conduct regular reviews to monitor compliance with the Code, including but not limited to: transactions that conflict with the Code and other policies and procedures, transactions that conflict with the restricted securities list (the “Restricted List”) maintained by the GC/CCO or a delegate, and transactions effected without pre-clearance or other required approvals in which Kimmeridge employees are prohibited from transacting. Trades in securities on the Restricted List submitted for preclearance will be automatically rejected. The GC/CCO or a delegate reviews all other trades submitted for pre-clearance to determine whether such transaction would conflict with the Code or present some other conflict that would cause the GC/CCO or delegate to consider whether the pre-approval should be denied, including, but not limited to, whether or not the Firm is in possession of MNPI in relation to such company. Accounts in which an employee or Related Person does not exercise investment discretion or does not have direct or indirect influence or control are considered “Managed Accounts”. Subject to the GC/CCO’s or a delegate’s discretion, employees will not be required to obtain pre-approval or pre-clearance of transactions in Managed Accounts, nor shall reporting of transactions in Managed Accounts be required on a quarterly basis thereafter. However, employees must report the existence of Managed Accounts initially (either upon joining the Firm or when an account is opened) and in conjunction with annual reporting obligations. Investments offered via private placement or private offering such as hedge funds, private equity funds or other similarly offered pooled vehicles also require pre-approval of the GC/CCO or delegate. In reviewing such requests, the GC/CCO or delegate will consider a number of factors including but not limited to

whether the proposed investment could create a conflict of interest and whether or how such conflict could be mitigated. In connection with the management of multiple Fund and co-investment vehicles, Kimmeridge and its related persons may encounter conflicts of interest. As described in Items 6 and 8 above, these conflicts can arise from the allocation of investment opportunities, timing of transactions, and the potential market impact of trading activity in one vehicle or another. Kimmeridge seeks to manage these conflicts in accordance with its policies and procedures. All violations shall be reported to the GC/CCO or her delegate who will be responsible for determining whether a violation is material as well as any corresponding sanctions, which may include censures, fines or termination of employment. Investors may request a copy of the Code by contacting the Adviser at the address or telephone number listed on the first page of this Brochure.

The Flagship Funds often also invest in privately held companies, where such investments are negotiated and for which market quotations are limited or unavailable. When investing in publicly traded equity or debt securities, Kimmeridge will review the available market prices and consult with one or more of its approved broker dealers. Kimmeridge may look to effect “block” transactions with broker dealers or certain other types of transactions that the Firm believes are appropriate and consistent with its obligations to seek best execution. However, in light of the strategic nature of the Firm’s trading activities, which may involve implementing a relatively large position in a security that may have liquidity or other constraints on active trading, it may not be practicable for the Firm to obtain quotes from multiple broker dealers (for example, where Kimmeridge is looking to build a significant position in a thinly traded security). As such, a limited number of broker dealers may be able to provide liquidity in a security in which Kimmeridge desires to transact, particularly to the extent that a flagship strategy is looking to invest in a company where it believes there is a path to control. KEEP Strategy Members of the KEEP Investment Team are responsible for trading on behalf of the KEEP investment strategy. Kimmeridge team members will communicate orders for transactions in securities to broker dealers approved by the Firm’s Brokerage Committee, as described below. The Investment Team will determine which approved counterparties are best suited to execute transactions based on a variety of factors, including, but not limited to, liquidity, historical activity in the security and willingness to commit capital. The KEEP investment strategy will typically allocate capital to a limited number of investments in publicly traded energy companies. These companies may have limited liquidity and trading volumes may be low. As such, there may be a number of different factors that the Brokerage Committee and Investment Team may consider when assessing best execution responsibilities and available counterparties may be limited.

Once the Investment Team determines an appropriate investment for a KEEP Fund, and such investment is approved by the Investment Committee, the relevant member of the KEEP Investment Team will submit an order for execution to the chosen counterparty. The Investment Committee will review and assess a number of factors in determining whether to approve an investment, including, but not limited to, whether the proposed investment is consistent with the Fund’s investment guidelines, the current valuation and pricing targets set by the Investment Team. Transaction orders will generally have pre-determined buy/sell limit prices to ensure executions are within the desired price range determined by the Investment Team. Trade order details will generally include: ticker symbol, price and order limits, trade date, order type (e.g. purchase or sale) settlement date, commission, exchange fees, broker-dealer and allocation (together, “Trade Details”). Investment Team members responsible for executing trades will typically route orders to particular broker-dealer(s) using Bloomberg EMSX, an electronic order entry and management system maintained by Bloomberg LP. In some instances, an Investment Team member may communicate an order via telephone directly with a particular broker’s trading desk (for example, when traveling). In this case, Trade Details are communicated to the broker verbally and the trade is then subsequently recorded electronically in Bloomberg AIM by a member of the Investment Team or Kimmeridge’s internal operations group (the “Operations Group”). Once an order is successfully entered into Bloomberg via EMSX, the Investment Team and Operations Group receive electronic confirmation that the order and Trade Details are received by the broker dealer. For the most part, unless market conditions warrant otherwise, orders will be instructed to be valid for the duration of one trading day, based on whether a security’s Volume Weighted Average Price (“VWAP”) falls within the ranges communicated in the order. In certain cases where market conditions are more volatile and where it may not be possible to complete orders within desired price ranges, the Investment Team will communicate with the executing broker and depending upon the particular circumstances, may instruct the broker to execute a transaction at a price above or below a limit previously communicated. A member of the Investment Team will monitor trades and order fill throughout the day and may determine to add to or cancel an order. Typically, Kimmeridge utilizes standing settlement instructions with each broker dealer and the Funds’ custodian, Northern Trust. At the close of U.S. trading each day (4:00 pm ET), trade confirmations are generated by the executing broker(s) for all trades and sent to the Investment Team and Operations Group electronically via email and can be viewed in Bloomberg as well. The Operations Group will also coordinate with the Investment Team to ensure confirmations are correct. Any issues or inconsistencies identified are escalated to the Investment Team and/or broker dealer directly. Once any issues or inconsistences are resolved, the order is entered into, or flows automatically through, to Bloomberg Trade Complete (“Bloomberg TC”), the Bloomberg automated settlement platform. The Operations Group then reviews Trade Details in Bloomberg TC, and submits the trades electronically to Northern Trust for settlement through Bloomberg via SWIFT. On T+1, the Operations Group monitors the settlement status of trades via Settlement Monitor within the Northern Trust Custody Portal. If a trade fails to settle, the Operations Group will coordinate with the executing broker’s settlement team to correct any discrepancies until the trade successfully settles. Brokerage Committee; Considerations Relating to Best Execution The Firm's Brokerage Committee is responsible for oversight of trading and execution on behalf of the Kimmeridge managed funds. The Brokerage Committee is comprised of certain senior members of the Firm’s Investment Teams (including KEEP), the COO and the GC/CCO. The Brokerage Committee meets semi-annually, or more frequently as needed, and will review and discuss various matters relating to its oversight responsibilities. The agenda for the Brokerage Committee meetings will be set by the committee members and will typically include the following:

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Approved Counterparties: The Brokerage Committee will formulate, update and monitor the process and framework for approving broker dealer and derivatives counterparties for the funds (“Approved Broker List”). The list will be maintained by the Operations Group and presented to the committee for its review at each meeting.

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Trading Activities: Review and analyze trading activities over the semi-annual period, including total amounts traded, execution prices, order fulfillment, commission rates and total dollar amounts or markups paid to a particular broker dealer. Review trading errors and discuss system capabilities and enhancements.

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Execution Quality: Review available analytics or quantitative data regarding the firm’s trading activities, provided by broker dealers or via EMSX, or another third party vendor, including commission rates, pricing, as well as qualitative discussions surrounding services provided by broker dealers, performance and overall provision of services consistent with the factors supporting best execution responsibilities.

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Regulatory Review: Review with the GC/CCO or her delegate responsibilities relating to best execution and legal and regulatory requirements, discuss best practices, potential conflicts relating to the brokerage process, regulatory pronouncements and guidance, new rules and regulations applicable to the firm, enforcement actions and other pertinent items relevant to the committee.

Kimmeridge will take into account a number of quantitative and qualitative factors when choosing a counterparty for transactions in publicly traded securities. These factors may include, but are not limited to, a broker’s willingness to commit capital, the overall markup or commission for such trade, ability to obtain discounts, financial capability and responsibility, access to particular offerings or securities, trading expertise, reputation, integrity, timing and size of order, available liquidity, confidentiality provided by such broker dealer, history of execution, competitiveness of commissions and spreads, errors, geographic location and specialized expertise. When Kimmeridge engages in transactions in publicly traded securities, a senior member of the Investment Team will reach out to relevant broker dealers to obtain pricing quotes for the desired transaction. To the extent that Kimmeridge transacts in fixed income or debt securities, Kimmeridge will apply similar factors in seeking best execution of such transactions. Prior to adding a broker dealer to the Approved Broker List, the Brokerage Committee will review publicly available financial statements for the broker as well as the FINRA BrokerCheck report for such broker. Any potential issues or matters requiring follow-up with the particular broker will be addressed when flagged and the Brokerage Committee will review any follow-up information prior to determining whether to add the broker to the Approved Broker List. The Committee will also look to set up electronic monitors on Bloomberg or another system or news service to flag any reduction of 10% or more in the stock price from the prior day, credit downgrade or other negative news of meaningful concern. Once a flag has been identified it will be escalated to the Brokerage Committee to determine whether to pause or restrict trading with the brokerdealer. Similar monitoring will be put in place and a similar process will be followed prior to removing a trading restriction or determining to resume trading with a particular broker dealer. For purposes of clarity, transactions in publicly traded equity and debt securities will typically be executed on a “delivery versus payment” (“DVP”) basis and as such, financial counterparty risk is mitigated substantially. Kimmeridge will also seek best execution with respect to private transactions and investments. Although this obligation is typically referred to in the context of public securities, Kimmeridge will also apply similar considerations and factors to the extent applicable, when it acquires or disposes of oil and gas interests or other investments for the Funds. Kimmeridge generally conducts an internal review and analysis of potential investments, engaging its research and geologic expertise to arrive at valuations which the Firm believes are appropriate in light of the particular business opportunity and in keeping with its fiduciary obligations.

Kimmeridge does not acquire research from broker dealers with equity commission credits (typically known as “soft dollars”), nor does it utilize any such credits to acquire research or trading services or systems. Trade Errors Traditional trade errors or other types of errors made in effecting transactions will be promptly escalated to the GC/CCO or her delegate for review. The GC/CCO or her delegate will assess the nature, extent and materiality of any error under the circumstances and will determine the appropriate action to be taken and appropriate records to be maintained. The GC/CCO or her delegate will also determine whether policies or procedures need to be changed to prevent future errors. They will work with the relevant investment team members to resolve any trade errors. Trade tickets reflecting errors should be preserved, and new trade tickets will be prepared if additional trading is necessary to resolve the error. The GC/CCO and her delegate will maintain a trade error file that contains all documentation necessary to substantiate the actions taken to resolve each error.

The Investment Team regularly reviews the Funds’ investments in this regard and in connection with regular investment monitoring and oversight, in particular via review of the monthly Fund financial statements prepared and reviewed by the Finance team and distributed to the Investment Team members to review and confirm the information therein. Kimmeridge exercises great care in monitoring the Funds’ investments in a manner that is designed to ensure that the Funds are managed in compliance with their respective objectives, restrictions and guidelines. Fund investments may take many forms including but not limited to, oil and gas leases or related interests, mineral interests, real property, private and publicly offered equity and debt as well as derivatives. The Funds’ investments in mineral and royalty interests, working interests, leases and other types of ownership are typically privately negotiated via written agreements such as purchase and sale transactions. The Firm maintains records of each such agreement. The Finance team will share these records as necessary with the Fund’s third-party administrator and auditors who will review and reconcile such records on a regular basis. The Funds also utilize various portfolio and revenue accounting software to review and record the Funds’ investments and revenue generated from such investments. Kimmeridge Fund investors may receive regular customized reporting and information, including updated performance, along with information provided in response to investor due diligence requests. Each Fund distributes audited financial statements to its investors on an annual basis, within 120 days of its fiscal year-end.

The Adviser may determine that abstaining from voting or affirmatively deciding not to vote may be in the best interests of the Fund(s). Typically, Kimmeridge Funds will own publicly traded equity securities in connection with an overall strategic investment thesis and strategy and Kimmeridge will vote proxies in a manner that is consistent with these views and with the ultimate goal of the investment in mind. For these reasons, proxy voting will always be determined on a case-by-case basis by the relevant portfolio management team members responsible for directing such voting. In certain cases, Kimmeridge may abstain or withhold its vote if it is determined to be in the Fund’s best interest to do so. Kimmeridge will maintain records of proxy voting on behalf of the Funds for the periods of time required by applicable law as well as other types of corporate actions in which Kimmeridge may elect to participate on behalf of the Funds. The Firm maintains records of proxy voting activities and corporate actions. Clients may obtain a copy of the Adviser’s Proxy voting policies and procedures by contacting the Adviser at the address or telephone number listed on the first page of this Brochure. Clients may also obtain information from the Adviser about how the Adviser voted with respect to the securities held by such Clients. Class Action Litigation In the event that the Funds are eligible to participate in class action securities litigation settlements, the GC/CCO or her delegate and/or the Finance Team or the Fund’s custodian will complete and file any applicable proofs of claim received and maintain appropriate records of settlements. In light of the limited nature of Kimmeridge’s investments in public equity securities, Kimmeridge does not expect to serve as lead plaintiff in such types of litigation. The Adviser may take into account all relevant factors, as determined

by the Adviser in its discretion, including, without limitation: (i) the impact on the value of the securities or instruments owned by the relevant Fund and the returns on those securities; (ii) the anticipated associated costs and benefits; (iii) the continued or increased availability of portfolio information and (iv) industry and business practices.