Clearfield Capital Management LP: investment adviser

Unless stated otherwise, the Funds are collectively referred to herein as the “Clients.” The general partner for Clearfield Domestic Fund LP and Clearfield Master Fund LP is Clearfield Capital GP LLC (the “General Partner”), a Delaware Limited Liability Company formed on January 16, 2015. The General Partner has ultimate responsibility for the management, operations and investment decisions of the Funds. Clearfield provides investment management services to its Clients pursuant to investment guidelines within the relevant organizational documents, limited partnership agreement, investment management agreement, offering memorandum and/or subscription agreements, as the case may be (each an “Offering Document”, and collectively, the “Offering Documents”). Clearfield does not tailor its services to the individual Fund investors or provide investors with the right to specify, restrict, or influence the Funds’ investment objectives or any investment or trading decisions. Clearfield seeks to accomplish its Clients' investment objectives through disciplined, researchintensive investment and risk-management processes focusing primarily on public equity (including "new issues") and equity-linked securities (e.g., common and preferred stock, options, warrants and other derivatives), which the Firm believes are priced below their intrinsic value, and debt from time to time. Clearfield does not provide investment advisory services with respect to a limited range of investments. Clearfield and the Funds have entered into, and may in the future enter into agreements, commonly known as “Side Letters,” with certain investors under which Clearfield waives or modifies the application of certain investment terms applicable to such investors, without obtaining the consent of any other investor in the Fund (other than an investor whose rights would be materially and adversely affected by the waiver or modification). Clearfield does not participate in wrap fee programs. As of December 31, 2025, the Firm managed $240,200,778 in regulatory assets under management (“RAUM”), all managed on a discretionary basis.

The Funds will bear their own expenses including, but not limited to, the management fee; investment expenses, whether or not such investments are consummated (such as brokerage commissions, expenses relating to short sales, clearing and settlement charges, custodial fees, bank service fees and interest expenses); investment-related travel expenses incurred by the Firm related to the purchase or sale of, or due diligence regarding, the Funds’ investments, whether or not such investments are consummated; third-party professional fees (including, without limitation, expenses of consultants, investment bankers, attorneys, accountants and other experts) relating to investments; fees and expenses relating to software tools, programs or other technology utilized in managing the Funds; research and market data (including, without limitation, any computer hardware and connectivity hardware incorporated into the cost of obtaining such research and market data); administrative expenses (including, without limitation, fees and expenses of the administrator); third-party legal expenses; third-party accounting and valuation expenses (including, without limitation, the cost of accounting software packages); audit and tax preparation expenses; premiums for liability insurance (including, without limitation, D&O and/or E&O insurance); costs of printing and mailing reports and notices; entity-level taxes; corporate licensing; regulatory expenses (including expenses related to preparing and making regulatory and compliance filings associated with the Funds and their investment activities, such as filing fees and costs of software and systems relating to such filings); organizational expenses; fees and expenses for directors and officers of the Funds (including any AML officers); expenses incurred in connection with the offering and sale of the interests and other similar expenses related to the Funds (excluding fees payable to any placement agent); indemnification expenses; and extraordinary expenses. To the extent that Clearfield allocates Clients’ capital to money market funds or exchangetraded funds, Clients will indirectly incur similar fees and expenses as these funds in turn pay similar fees and expenses to their investment managers and other service providers.

To avoid such a conflict of interest, Clearfield has developed documented procedures for allocating opportunities among Clients in a fair and equitable manner. As management fees and Incentive Allocation are based directly on Clients’ net asset values, Clearfield may have a conflict of interest in valuing the assets held in Client accounts. Clearfield follows documented valuation policies and consults with each Client’s third-party administrator, as applicable, in order to mitigate this risk.

Clearfield believes that long and short investments that meet its Clients' investment criteria are often found in situations involving complexity (which can obscure intrinsic value) and change (which can alter or unlock intrinsic value). Clearfield seeks to develop differentiated investment conclusions in such situations by gathering extensive data and conducting in-depth analysis. Clearfield will cause its Clients to invest primarily in developed markets, but may also opportunistically invest in other geographies. Method of Analysis Fundamental Analysis – Clearfield's investment process utilizes a "bottom-up" stock selection process based on fundamental analysis. The Firm's fundamental analysis is driven by experienced analysts, and investment decisions are based on in-depth fundamental research. Such bottom-up analysis is combined with a thematic or "top-down" view of opportunities across the various sectors and seeks to identify the best long and short opportunities globally. The top-down view also focuses on the overall composition of the portfolio in an attempt to minimize areas where the Clients may have unintended exposure to a particular sector, country or macro-economic variable such as interest rates or foreign exchange rates. Event Driven – Clearfield, on behalf of the Clients, may also invest in loans and securities of companies involved in reorganizations, mergers, acquisitions, bankruptcies, binary biotechnology events or other extraordinary corporate events/transactions with the intention of capturing a spread between the current value of the securities and their value upon consummation of the event within a specified period of time. Clearfield, on behalf of the Clients, may also make special situation or relative value investments, seeking to exploit fundamental valuation discrepancies caused by market dislocations, lack of sell side following, or expected corporate events. Clearfield may (1) position the Clients’ portfolios from both the long and the short side, (2) actively trade such positions and related spreads, and (3) utilize leverage and derivatives to optimize returns. Certain Risk Factors Investing in securities involves risk of loss that Clients and Fund investors should be prepared to bear. The following explanation of certain risks is not exhaustive, but rather highlights some of the more significant risks involved in Clearfield’s investment strategy. For a more complete list of expected risk factors, prospective Fund investors should review each Fund’s offering documents.

Legal and Regulatory Environment for Private Investment Funds and their Managers – The legal, tax and regulatory environment worldwide for private investment funds (such as the Funds) and their managers is evolving. Changes in the regulation of private investment funds, their managers, and their trading and investing activities may have a material adverse effect on the ability of the Funds to pursue their investment programs and the value of investments held by the Funds. There has been an increase in scrutiny of the private investment fund industry by governmental agencies and self-regulatory organizations. New laws and regulations or actions taken by regulators that restrict the ability of the Funds to pursue their investment programs or employ brokers and other counterparties could have a material adverse effect on the Funds and the investors' investments therein. In addition, Clearfield may, in its sole discretion, cause the Funds to be subject to certain laws and regulations if the Firm believes that an investment or business activity is in the Funds’ interest, even if such laws and regulations may have a detrimental effect on one or more investors. Systems and Operational Risks – Clients depend on the Firm to develop and implement appropriate systems for the Clients’ activities. Clients rely heavily on a daily basis on financial, accounting and other data processing systems to execute, clear and settle transactions across numerous and diverse markets and to evaluate certain securities, to monitor its portfolio and capital, and to generate risk management and other reports that are critical to oversight of Clients’ activities. In addition, Clients rely on information systems to store sensitive information about the Clients, Clearfield, their affiliates and the investors. Certain of the Clients’ and the Firm’s activities will be dependent upon systems operated by third parties, including prime brokers, the administrator, market counterparties and other service providers, and the Firm may not be in a position to verify the risks or reliability of such thirdparty systems. Failures in the systems employed by Clearfield, prime brokers, the administrator, counterparties, exchanges and similar clearance and settlement facilities and other parties could result in mistakes made in the confirmation or settlement of transactions, or in transactions not being properly booked, evaluated or accounted for. In addition, despite the security measures established by Clearfield and third parties to safeguard the information in these systems, such systems may be vulnerable to attacks by hackers or breached due to employee error, malfeasance or other disruptions. Any such breach could compromise these systems and result in the theft, loss or public dissemination of the information stored therein. Disruptions in the Clients’ operations or breach of the Clients’ information systems may cause the Clients to suffer, among other things, financial loss, the disruption of its business, liability to third parties, regulatory intervention or reputational damage. Any of the foregoing failures or disruptions could have a material adverse effect on the Clients and the investors’ investments therein. 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 Clients and personally identifiable information of investors. Similarly, service providers of Clearfield and the Funds, especially the administrator, may process, store and transmit such information. Clearfield 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 to Clearfield may be susceptible to compromise, leading to a breach of the Firm’s network. Clearfield’s systems or facilities may be susceptible to employee error or malfeasance, government surveillance, or other security threats. On-line services provided by the Firm to the investors may also be susceptible to compromise. Breach of Clearfield’s information systems may cause information relating to the transactions of the Clients and personally

identifiable information of the investors to be lost or improperly accessed, used or disclosed. The service providers of Clearfield and its Clients are subject to the same electronic information security threats as Clearfield. If a service provider fails to adopt or adhere to adequate data security policies, or in the event of a breach of its networks, information relating to the transactions of the Clients and personally identifiable information of the investors may be lost or improperly accessed, used or disclosed. The loss or improper access, use or disclosure of the Firm’s or the Clients’ proprietary information may cause Clearfield and the Clients to suffer, among other things, financial loss, the disruption of its business, liability to third parties, regulatory intervention or reputational damage. Any of the foregoing events could have a material adverse effect on the Clients and the investors’ investments therein. Counterparty Risk – The Firm expects to cause the Clients to establish relationships to obtain financing, derivative intermediation and prime brokerage services that permit the Clients to trade in any variety of markets or asset classes over time. However, there can be no assurance that the Firm will be able to establish or maintain such relationships on behalf of the Clients. An inability to establish or maintain such relationships could limit the Clients’ trading activities, create losses, preclude the Clients from engaging in certain transactions or prevent the Clients from trading at optimal rates and terms. Moreover, a disruption in the financing, derivative intermediation and prime brokerage services provided by such relationships could have a significant impact on the Clients’ business due to the Clients’ reliance on such counterparties. Event-Driven – The success of the Clients’ event-driven investment strategy depends upon Clearfield's ability to make predictions about (i) the likelihood that an event will occur and (ii) the impact such event will have on the value of a company's securities. If the event fails to occur or it does not have the effect foreseen, losses can result. For example, the adoption of new business strategies or completion of asset dispositions or debt reduction programs by a company may not be valued as highly by the market as the Firm had anticipated, resulting in losses. In addition, a company may announce a plan of restructuring which promises to enhance value, but fail to implement it, which can result in losses to investors. In liquidations and other forms of corporate reorganization, the risk exists that the reorganization either will be unsuccessful, will be delayed or will result in a distribution of cash or a new security, the value of which will be less than the purchase price to the Clients of the security in respect of which such distribution was made. The consummation of mergers and tender and exchange offers can be prevented or delayed by a variety of factors, including: (i) opposition of the management or stockholders of the target company, which will often result in litigation to enjoin the proposed transaction; (ii) intervention of a U.S. federal or state regulatory agency; (iii) efforts by the target company to pursue a "defensive" strategy, including a merger with, or a friendly tender offer by, a company other than the offeror; (iv) in the case of a merger, failure to obtain the necessary stockholder approvals; (v) market conditions resulting in material changes in securities prices; (vi) compliance with any applicable U.S. federal or state securities laws; and (vii) inability to obtain adequate financing. Because of the inherently speculative nature of event-driven investing, the results of the Firm's investment activities on behalf of the Clients may be expected to fluctuate from period to period. Accordingly, investors in the Funds should understand that the results of a particular period will not necessarily be indicative of results that may be expected in future periods. Equity Securities Generally – The value of equity securities of public and private, listed and unlisted companies and equity derivatives generally varies with the performance of the issuer and movements in the equity markets. As a result, the Clients may suffer losses if Clearfield causes them to invest in equity instruments of issuers whose performance diverges from Clearfield's expectations or if equity markets generally move in a single direction and Clearfield has not caused the Clients to hedge against such a general move. The Clients also may be exposed to risks that issuers will not fulfill contractual obligations such as, in the case of

convertible securities or private placements, delivering marketable common stock upon conversions of convertible securities and registering restricted securities for public resale. Derivative Instruments Generally – Certain swaps, options and other derivative instruments may be subject to various types of risks, including market risk, liquidity risk, the risk of nonperformance by the counterparty, including risks relating to the financial soundness and creditworthiness of the counterparty, legal risk and operations risk. Derivatives traded overthe-counter may not have an authoritative source of valuation and the models used to value such derivatives are subject to change. Special risks may apply in the future that cannot be determined at this time with respect to certain other derivative instruments that are not presently contemplated for use or that are currently not available. The regulatory and tax environment for derivative instruments in which Clearfield may cause Clients to participate is evolving, and changes in the regulation or taxation of such securities may have a material adverse effect on the Clients. Long/Short – The success of Clearfield's long/short investment strategy depends upon the Firm’s ability to identify and purchase securities that are undervalued and identify and sell short securities that are overvalued. The identification of investment opportunities in the implementation of Clearfield's long/short investment strategies is a difficult task, and there are no assurances that such opportunities will be successfully recognized or acquired. In the event that the perceived opportunities underlying the Clients’ positions were to fail to converge toward, or were to diverge further from, the values expected, the Clients may incur a loss. In the event of market disruptions, significant losses can be incurred which may force the Clients to close out one or more positions. Furthermore, the valuation models used to determine whether a position presents an attractive opportunity consistent with Clearfield's long/short strategies may become outdated and inaccurate as market conditions change. Short Selling – The success of Clearfield's short selling investment strategy depends upon the Firm's ability to identify and sell short securities that are overvalued. A short sale creates the risk of a theoretically unlimited loss, in that the price of the underlying security could theoretically increase without limit, thus increasing the cost to the Clients of buying those securities to cover the short position. There can be no assurance that the Clients will be able to maintain the ability to borrow securities sold short. In such cases, the Clients can be "bought in" (i.e., forced to repurchase securities in the open market to return to the lender). There also can be no assurance that the securities necessary to cover a short position will be available for purchase at or near prices quoted in the market. Purchasing securities to close out a short position can itself cause the price of the securities to rise further, thereby exacerbating the loss. Short strategies can also be implemented synthetically through various instruments and be used with respect to indices or in the over-the-counter market and with respect to futures and other instruments. In some cases of synthetic short sales, there is no floating supply of an underlying instrument with which to cover or close out a short position and the Clients may be entirely dependent on the willingness of over-the-counter market makers to quote prices at which the synthetic short position may be unwound. There can be no assurance that such market makers will be willing to make such quotes. Short strategies can also be implemented on a leveraged basis. Lastly, even though Clearfield causes the Clients to secure a "good borrow" of the security sold short at the time of execution, the lending institution may recall the lent security at any time, thereby forcing the Clients to purchase the security at the thenprevailing market price, which may be higher than the price at which such security was originally sold short by the Clients. Long-Term – The success of Clearfield's long-term investment strategy depends upon the Firm's ability to identify and purchase securities that are undervalued and hold such investments so as to maximize value on a long-term basis. In pursuing any long-term strategy, Clearfield may cause the Clients to forego value in the short-term or temporary investments in order to be

able to avail the Clients of additional and/or longer-term opportunities in the future. Consequently, the Clients may not capture maximum available value in the short-term, which may be disadvantageous, for example, for investors in a Fund who withdraw all or a portion of their capital accounts before such long-term value may be realized by the Clients. Leverage for Investment Purposes – The use of leverage will allow Clearfield to make additional investments on behalf of the Clients, thereby increasing such Clients' exposure to assets, such that a Client's total assets may be greater than its capital. However, leverage will also magnify the volatility of changes in the value of such Clients’ portfolio. The effect of the use of leverage by a Client in a market that moves adversely to its investments could result in substantial losses to a Client, which would be greater than if such Client were not leveraged. Collateral – The instruments and borrowings utilized by Clearfield to leverage investments may be collateralized by all or a portion of the Firm’s portfolio. Accordingly, Clearfield may pledge its securities in order to borrow or otherwise obtain leverage for investment or other purposes. Should the securities pledged to brokers to secure the Clearfield’s margin accounts decline in value, Clearfield could be subject to a "margin call", pursuant to which Clearfield must either deposit additional funds or securities with the broker or suffer mandatory liquidation of the pledged securities to compensate for the decline in value. The banks and dealers that provide financing to Clearfield can apply a reduction to the value of an asset for the purposes of calculating margin. Changes by counterparties in any of the foregoing may result in large margin calls, loss of financing and forced liquidations of positions at disadvantageous prices. Lenders that provide other types of asset-based or secured financing to Clearfield may have similar rights. There can be no assurance that Clearfield will be able to secure or maintain adequate financing. Volatility Risk – In advising the Clients, Clearfield’s investment program may involve the purchase and sale of relatively volatile securities and/or investments in volatile markets. Fluctuations or prolonged changes in the volatility of such securities and/or markets can adversely affect the value of investments held by the Clients. Diversification and Concentration – Clearfield may select investments that are concentrated in a limited number or types of securities. In addition, the Clients’ portfolio may become significantly concentrated in securities related to a single or a limited number of issuers, industries, sectors, strategies, countries or geographic regions. This limited diversification may result in the concentration of risk, which, in turn, could expose the Clients to losses disproportionate to market movements in general if there are disproportionately greater adverse price movements in such securities. Hedging Transactions – In advising the Clients, Clearfield may utilize securities for risk management purposes in order to: (i) protect against possible changes in the market value of the Clients’ investment portfolios resulting from fluctuations in the markets and changes in interest rates; (ii) protect the Clients’ unrealized gains in the value of its investment portfolios; (iii) facilitate the sale of any securities; (iv) enhance or preserve returns, spreads or gains on any security in the Clients’ portfolios; (v) hedge against a directional trade; (vi) hedge the interest rate, credit or currency exchange rate on any of the Clients’ securities; (vii) protect against any increase in the price of any securities the Clients anticipate purchasing at a later date; or (viii) act for any other reason that Clearfield deems appropriate. The Clients will not be required to hedge any particular risk in connection with a particular transaction or its portfolio generally. Clearfield may be unable to anticipate the occurrence of a particular risk and, therefore, may be unable to cause a Client to attempt to hedge against it. While the Clients may enter into hedging transactions to seek to reduce risk, such transactions may result in a poorer overall performance for the Clients than if it had not engaged in any such

hedging transaction. Moreover, the Clients’ portfolios will always be exposed to certain risks that cannot be hedged. Side Letters - As noted in Item 4 above, the Funds or their General Partner have entered into, and may in the future enter into, “side letter” or similar agreements with investors pursuant to which the Funds or their General Partner grant the investor specific rights, benefits or privileges that are not generally made available to all investors. Such rights, benefits or privileges for current investors include waivers or discounts on management fees and/or incentive allocation, alternative incentive allocation calculation methodologies, and alternative incentive allocation calculation time intervals. While the ability of a Fund or its General Partner to enter into a side letter or similar agreement affording preferential rights to certain investors is generally disclosed to other investors in the Fund, the terms of such “side letters” or similar agreements are generally not disclosed to other investors in the Fund. Non-U.S. Exchanges – Clearfield may trade on exchanges or markets located outside the U.S. Trading on such exchanges or markets is not regulated by the SEC and the CFTC and may, therefore, be subject to more risks than trading on U.S. exchanges, such as the risks of exchange controls, expropriation, burdensome taxation, moratoria and political or diplomatic events. Risks in investments in non-U.S. securities may also include reduced and less reliable information about issuers and markets, less stringent accounting standards, illiquidity of securities and markets, higher brokerage commissions and custody fees. Non-U.S. Investments – Investing in the securities of companies (and, from time to time, governments) outside of the United States involves certain considerations not usually associated with investing in securities of U.S. companies or the U.S. government, including political and economic considerations, such as greater risks of expropriation, nationalization, confiscatory taxation, imposition of withholding or other taxes on interest, dividends, capital gains, other income or gross sale or disposition proceeds, limitations on the removal of assets and general social, political and economic instability; the relatively small size of the securities markets in such countries and the low volume of trading, resulting in potential lack of liquidity and in price volatility; the evolving and unsophisticated laws and regulations applicable to the securities and financial services industries of certain countries; fluctuations in the rate of exchange between currencies and costs associated with currency conversion; and certain government policies that may restrict the Fund's investment opportunities. In addition, accounting and financial reporting standards that prevail outside of the U.S. generally are not as high as U.S. standards and, consequently, less information is typically available concerning companies located outside of the U.S. than for those located in the U.S. As a result, Clearfield may be unable to structure its transactions to achieve the intended results or to mitigate all risks associated with such markets. It may also be difficult to enforce Clearfield’s rights in such markets. For example, securities traded on non-U.S. exchanges and the non-U.S. persons that trade these instruments are not subject to the jurisdiction of the SEC or the CFTC or the securities and commodities laws and regulations of the U.S. Accordingly, the protections accorded to Clearfield under such laws and regulations are unavailable for transactions on non-U.S. exchanges and with non-U.S. counterparties. Business Continuity and Disaster Recovery Risks - The Firm's business operations may be vulnerable to disruption in the case of catastrophic events such as fires, natural disaster, terrorist attacks, pandemic outbreak or other circumstances resulting in property damage, network/operations interruption and/or prolonged power outages. Although the Firm has implemented measures to manage risks relating to these types of events, there can be no assurances that all contingencies can be planned for. These risks of loss can be substantial and could have a material adverse effect on the Firm’s operations, the employees and the Funds.

Pandemic/Epidemic Outbreak - A pandemic or epidemic outbreak and reactions to such an outbreak could cause uncertainty in markets and businesses, including the Firm’s business, and may adversely affect the performance of the global economy, including causing market volatility, market and business uncertainty and closures, supply chain and travel interruptions, the need for employees and vendors to work at external locations, and extensive medical absences. There are also risks posed by global phenomena such as effects of climate, conflict, energy and geopolitical change. Potential impacts include direct effects on property and supply chains, economic consequences, and/or indirect effects on financial markets at a global scale through the heightening of broader uncertainty and risk aversion. The Firm has policies and procedures to address known situations, but because a large pandemic/epidemic may create significant market and business uncertainties and disruptions, not all events that could affect the Firm’s business and/or the markets can be determined and addressed in advance. Uncertain Economic, Social and Political Environment. Consumer, corporate and financial confidence may be adversely affected by current or future tensions around the world, fear of terrorist activity and/or military conflicts, localized or global financial crises or other sources of political, social or economic unrest. Such erosion of confidence may lead to or extend a localized or global economic downturn. A climate of uncertainty may reduce the availability of potential investment opportunities, and increases the difficulty of modeling market conditions, potentially reducing the accuracy of financial projections. In addition, limited availability of credit for consumers, homeowners and businesses, including credit used to acquire businesses, in an uncertain environment or economic downturn may have an adverse effect on the economy generally and on the ability of a Fund to execute their respective strategies and to receive an attractive multiple of earnings on the disposition of businesses. This may slow the rate of future investments by such Fund and result in longer holding periods for investments. Furthermore, such uncertainty or general economic downturn may have an adverse effect upon such Fund’s portfolio investments. Artificial Intelligence and Machine Learning. The Firm uses generative artificial intelligence technologies in certain business and investment research processes. The Firm is also exposed to risks associated with the use of generative AI by third parties, including service providers, counterparties, data vendors, and other market participants, and the Firm may not always be aware of such use or be able to control how third-party systems are developed, maintained, or operated. Generative AI tools rely on large datasets that may be incomplete or unreliable, and their outputs may be inaccurate, biased, misleading, or otherwise unreliable. The use of generative AI may also present cybersecurity, confidentiality, data privacy, intellectual property, and other operational or legal risks. Because generative AI technologies are rapidly evolving, the Firm’s related policies and procedures may continue to develop, and it may be difficult to predict the full scope of risks associated with current or future uses of such technologies. As noted above additional information about the Fund’s risks can be obtained by reviewing the Fund’s offering and/or governing documents or by contacting Clearfield.

Employees are provided with a copy of the Code of Ethics and are annually required to sign and acknowledge that they will comply with its provisions. Clearfield will provide a copy of the Code of Ethics to any Client or prospective Client upon request. The Code of Ethics sets forth formal policies and procedures with respect to the personal securities trading activities of the Firm’s employees. The Code also addresses outside activities of employees, conflicts of interest, policies and procedures concerning the prevention of insider trading, restrictions on the acceptance of significant gifts and the reporting of certain gifts and business entertainment items, and the pre-clearance and reporting of political contributions. Personal Trading The Code sets forth formal policies and procedures with respect to the personal securities trading activities of the Firm’s employees. The Code generally prohibits employees from trading reportable securities in covered accounts. Clearfield employees (and members of their immediate households) are not permitted to invest in single name equity securities, options on equities, bonds, futures or commodities. Employees are permitted to trade in ETFs and are permitted to sell reportable securities reported at the start of employment. All trades must receive pre-clearance from Clearfield’s Chief Compliance Officer (the “CCO”). The Code requires employees to report all reportable securities transactions and provide a summary of securities holdings initially upon hire and on an annual basis thereafter via the Firm’s electronic compliance portal. The spirit of the Code of Ethics is to discourage frequent trading in employee personal accounts. All employees are required to link personal trading accounts to the Firm’s electronic compliance portal to monitor personal securities transactions. These records are used to monitor compliance with the foregoing policies. Participation and Interest in Client Transactions Subject to applicable law, Clearfield may effect transactions between Client accounts whereby one Client account will purchase securities from or sell securities to another account. Clearfield does not currently intend to engage in such activity. Nonetheless, if it plans on effecting such transactions in the future, it will develop documented procedures for doing so, including requiring pre-approval from the CCO.

Clearfield has established a Brokerage Committee (consisting of the CCO and the Principal Owner), which meets on a quarterly basis to review the execution performance of the brokerdealers Clearfield uses to execute Client transactions. The committee also reviews commissions paid to brokers, soft dollar arrangements and certain conflicts of interest. Research and Other Soft Dollar Benefits Clearfield may enter into soft dollar arrangements with brokers. Soft dollar arrangements arise when an investment adviser obtains products and services, other than securities execution, from a broker in return for directing Client securities transactions to the broker. Soft dollar arrangements may pose a conflict of interest for Clearfield in that such arrangements may allow Clearfield to pay with Client commissions expenses that would otherwise be borne by Clearfield. If Clearfield uses Client brokerage commissions (or markups or markdowns) to obtain research or other products or services, it will receive a benefit because it will not have to produce or pay for the research, products or services. Clearfield may have an incentive to select a broker based on Clearfield’s interest in receiving the research or other products or services offered by such broker, rather than on Clients’ interests in receiving most favorable execution. To the extent that it engages in soft dollar transactions, Clearfield will comply with the safe harbor requirements of Section 28(e) of the Securities Exchange Act of 1934, as amended. Under this provision, in exercising its discretionary authority to select or arrange for the selection of brokers for execution of transactions for Clients, and, subject to its duty to obtain best execution, Clearfield may consider the value of research and brokerage products and services (collectively, “Research”) provided by such brokers. Research may include, among other things, proprietary research from brokers, which may be written or oral, databases and quotation services, research concerning market, economic and financial data, a particular aspect of economics or on the economy in general, statistical information, pricing data and availability of securities, financial publications, electronic market quotations, performance measurement services, analyses concerning specific securities, companies, industries or sectors, market, economic and financial studies and forecasts, appraisal services, and invitations to attend conferences or meetings with management or industry consultants. Accordingly, if Clearfield determines in good faith that the amount of commissions charged by a broker is reasonable in relation to the value of the brokerage and products or services provided by such broker, a Client may pay commissions to such broker in an amount greater than the amount another broker might charge. Research provided by such brokers may be used to service all Clients and not exclusively in connection with the management of the Clients that generated the particular soft dollar credits. When a product or service obtained with Client commission dollars provides both research and non-research assistance to Clearfield, Clearfield will make a reasonable allocation of the cost which may be paid for with Client commission dollars.

Clearfield executes securities transactions on behalf of Clients with broker-dealers that provide Clearfield with access to proprietary research reports (such as standard investment research and credit reports). To Clearfield’s knowledge, these services are generally made available to all institutional investors doing business with such broker-dealers. These bundled services are made available to Clearfield on an unsolicited basis and without regard to the rates of commissions charged or paid by Clients or the volume of business that Clearfield directs to such broker-dealers. Capital Introduction From time to time, brokers (including the prime brokers) may assist the Funds in raising additional funds from investors. Additionally, brokers may provide capital introduction and marketing assistance services, and representatives of the Firm may speak at conferences and programs sponsored by the brokers, for investors interested in investing in private investment funds. Through such events, prospective investors in the Funds may encounter representatives of the Firm. Brokers may also provide other services, including, without limitation, consulting services relating to technology and office space. Although neither the Firm nor the Funds compensate brokers for such assistance, events or services, or for any investments ultimately made by prospective investors attending such events, such activities may influence the Firm in deciding whether to use such brokers in connection with brokerage, financing and other activities of the Funds. Subject to its obligation to seek best execution, the Firm may consider referrals of investors to the Funds in determining its selection of brokers. However, the Firm will not commit to an investor or a broker to allocate a particular amount of brokerage in any such situation. Aggregation of Orders Clearfield currently conducts all trades in Clearfield Master Fund LP. However, in the future, if the Firm were to provide advisory services to multiple fund structures or Clients, the policy will be to generally aggregate orders for the same security unless aggregation is not consistent with the Firm’s duty to seek best execution and the terms of the investment guidelines and restrictions of each account for which trades are being aggregated. Aggregation opportunities would generally arise when more than one account is capable of purchasing or selling a particular security based on investment objectives, available cash and other factors. When aggregating trades, no account will be favored over any other account. Any account that participates in an aggregated order will participate at the average price for all of Firm’s transactions in that security on a given business day, with transaction costs shared pro rata, based on each account’s participation in the transaction.

Clearfield does not expect to be required to comply (or expects to be deemed to have complied) with certain requirements of the Custody Rule with respect to each Fund because it complies with the provisions of the so-called "Pooled Vehicle Annual Audit Exception", which, among other things, requires that (i) each Fund be subject to audit at least annually by an independent public accountant that is registered with, and subject to regular inspection by, the Public Company Accounting Oversight Board, (ii) each Fund’s audited financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP), and (iii) each Fund distributes its audited financial statements to all investors within 120 days of the end of its fiscal year.

Upon request by a Client, Clearfield will disclose to such Client how it voted securities owned by such Client. Clients may also contact Clearfield via e-mail or telephone to request a copy of its Proxy Voting Policy.