JLL Partners, LLC: investment adviser

JLL also provides discretionary investment advisory services to co-investment special purpose vehicles established to invest alongside a fund in a single portfolio company (each, a “Co-Investment Fund” and collectively with the Funds, the “Funds” unless the context otherwise requires). In limited circumstances, as more fully described in Item 7, below, the Firm also permits certain limited partners and third parties to co-invest alongside a Fund directly into a portfolio company. Unlike the Co-Investment Funds mentioned above, such direct co-investments are not considered Funds or clients of JLL. Each Fund is affiliated with a general partner (“General Partner”) with authority to make investment decisions on behalf of the Funds. The General Partners are subject to the Investment Advisers Act of 1940, as amended, and the rules and regulations promulgated thereunder (the “Advisers Act”), pursuant to JLL’s registration in accordance with SEC guidance. The applicable General Partner retains investment discretion and limited partners in the Funds do not participate in the control or management of the Funds. While the General Partners maintain ultimate authority over the respective Funds, JLL has been designated the role of investment adviser. For purposes of this Brochure, references to JLL shall include the General Partners, unless the context otherwise requires. For more information about the Funds and General Partners, please see JLL’s Form ADV Part 1, Schedule D, Section 7.A. and Section 7.B.(1). The Firm shares advisory personnel with JLL Partners FCH, Inc. and its affiliates (collectively, “JLL Partners FCH”), formerly a “relying adviser” to JLL Partners Inc and currently a registered investment adviser. JLL Partners FCH provides investment advisory services to a pooled investment vehicle that is exempt from registration under the 1940 Act and whose securities are not registered under the Securities Act. JLL and JLL Partners FCH have entered into a nondiscretionary management agreement whereby JLL manages JLL Partners FCH fund and its sole remaining portfolio company. Advisory Services The primary focus of the Firm’s investment advisory activity is researching and advising on private equity investments, including leveraged acquisitions and recapitalizations, investments in growth companies, turnarounds and traditional buyouts in a wide variety of industries (generally referred to herein as “portfolio companies” or “portfolio investments”). Investments typically take the form

of privately negotiated investment instruments, including unregistered equity from both U.S. and non-U.S. issuers. Although the primary focus of each Fund is on private equity investments, the Firm is permitted to recommend other types of investments consistent with the respective Fund’s investment strategy and objectives, such as investments in publicly traded securities. JLL’s investment advice and authority for each Fund is tailored to the investment objectives of that Fund; JLL does not tailor its advisory services to the individual needs of limited partners in its Funds (referred to herein as “limited partner” or “investor”). The Fund investment objectives are described in and governed by, as applicable, the private placement memorandum, limited partnership agreement, subscription agreements, investment advisory agreements, side letter agreements, limited liability company agreement and other governing documents of the relevant Fund (collectively, “Governing Documents”) and limited partners determine the suitability of an investment in a Fund based on, among other things, the Governing Documents. The Firm does not seek nor require limited partner approval regarding each investment decision. Fund limited partners generally cannot impose restrictions on investing in certain securities or types of securities, other than through side letter agreements. Limited partners in the Funds participate in the overall investment program for the applicable Fund and generally cannot be excused from a particular investment except in certain circumstances pursuant to the terms of the applicable Governing Documents. In accordance with industry common practice, JLL has entered into side letters or similar agreements with certain limited partners including those who make substantial commitments of capital or were early-stage limited partners in the Funds, or for other reasons in the sole discretion of JLL, in each case that have the effect of establishing rights under, or altering or supplementing, a Fund’s Governing Documents. Examples of side letters entered into include provisions whereby limited partners have expressed an interest in participating in coinvestment opportunities, limited partner advisory committee representation, certain fee arrangements, notification provisions, reporting requirements and “most favored nations” provisions, among others. These rights, benefits or privileges are not always made available to all limited partners, nor are they required to be disclosed to all limited partners, consistent with the Governing Documents and general market practice. Side letters are negotiated at the time of the relevant limited partner’s capital commitment, and once invested in a Fund, limited partners generally cannot impose additional investment guidelines or restrictions on such Fund. There can be no assurance that the side letter rights granted to one or more limited partners will not in certain cases disadvantage other limited partners. JLL does not participate in wrap fee programs. Ownership Structure JLL is owned by Francisco Rodriguez, Daniel Agroskin and Kevin Hammond (the “Managing Partners”) and is controlled by the Managing Partners. Paul Levy is the Chief Executive of JLL Partners FCH. For more information about JLL’s owners and executive officers, see JLL’s Form ADV Part 1, Schedule A and Schedule B.

Regulatory Assets Under Management As of December 31, 2025, the Firm managed a total of $7.404 billion of regulatory assets under management of client assets, all of which is managed on a discretionary basis.

Limited partners should refer to the Governing Documents of the applicable Fund for a complete understanding of how JLL is compensated for its advisory services; the information contained herein is a summary only and is qualified in its entirety by such documents. Management Fees As compensation for investment advisory services rendered to the Funds, the Firm receives from each Fund an annual management fee (“Management Fee”) payable quarterly in advance. Management fees that are paid during the commitment period of such Funds generally are based on aggregate capital commitments of the limited partners and are then asset-based or a combination of asset-based and reserved capital thereafter. The amount of Management Fees generally will not correspond with fluctuations in the net asset value of individual investments, aggregate investments in a portfolio company or of a Fund, including following the stepdown date, and will be reduced in connection with any write-downs below cost, including in the case of investments that have been permanently written off. Permanent write-down determinations are made in the discretion of the valuation committee in accordance with the relevant Governing Documents and the Firm’s valuation policy. In most circumstances, the post step-down Management Fee base will include capitalized transactionspecific fees and expenses of unrealized investments, including transaction fees charged by JLL in connection with the investment, which poses a conflict of interest in that the inclusion of such fees and expenses results in a higher Management Fee than if such transaction fees and expenses were not capitalized into the asset base. Management Fees are paid by the Funds on behalf of the limited partners by (i) requiring limited partners to make capital contributions in respect of such fees, or (ii) withholding the amount of such fees from investment proceeds that would otherwise be distributable to the limited partners of such Fund. In the event that a Fund terminates its advisory contract with JLL in accordance with such Fund’s Governing Documents, any pre-paid Management Fees will generally be prorated for the period during which the Firm has served as investment adviser to such Fund and a refund will be issued for any remaining days in such period.

The General Partners are permitted, in their sole discretion, to reduce or waive all or a portion of the Management Fee. Management Fees can differ from one Fund to another as well as among limited partners in the same Fund. Such differences can arise from the size of a limited partner’s commitment to a Fund, provisions of side letter agreements or other negotiated terms. Management Fees are generally waived for JLL employees investing in a Fund (either as direct limited partners or through a General Partner), affiliates, Strategic Advisors and Operations Group members and their respective families investing in a Fund (although in each case, these limited partners generally pay their pro rata share of certain Fund expenses). Similarly, limited partners in a Co-Investment Fund generally pay a reduced Management Fee or none at all on the coinvestment portion of their investment (although such co-investors generally pay Management Fees on the main Fund portion of their investment, if applicable, and pay their pro rata share of certain expenses as described more fully below). As per the provisions of the Governing Documents, JLL is permitted to waive, defer, or reduce all or a portion of the Management Fee payable by a Fund in full or partial satisfaction of any obligation of a General Partner and certain employees to invest in and alongside such Fund. Certain waived portions of the Management Fee are treated by the Governing Documents as deemed capital contributions by the relevant General Partner, which is effectively invested in the relevant Fund on the General Partner’s behalf and operates to reduce the amount of capital the applicable General Partner would otherwise be required to contribute to the Fund. Limited partner capital contributions are generally accelerated due to waived, deferred, or reduced Management Fees and/or the timing of receipt of fees subject to offsets, and Fund limited partners could thus receive less than the full benefit of such reductions or offsets (e.g., during periods when JLL no longer receives Management Fees and receives compensation that would otherwise be subject to offset, JLL, depending on certain elections made by Fund limited partners, can be entitled to retain such compensation without remitting any such amounts to the applicable Fund or its investments). Management Fees will generally be reduced by, as applicable: (i) the amount of fees paid by a Fund to entities or persons acting as a placement agent in connection with the offer and sale of interests in such Fund; (ii) costs incurred by JLL and paid by a Fund in connection with the organization of such Fund that exceed a limit as specified in such Fund’s Governing Documents; (iii) certain supplemental fees and compensation with respect to portfolio companies, including (a) origination fees, transaction fees, break-up fees, portfolio monitoring fees, consulting fees and other similar advisory fees received by JLL, a General Partner or any of their respective affiliates or their respective officers, directors or employees in connection with the consummation, holding or disposition of a portfolio investment or the termination of a proposed but unconsummated investment or other similar fees received from a company that subsequently becomes a portfolio company within six months of the receipt of such fees and (b) all such fees paid, granted or otherwise conveyed for services as members of boards of directors of portfolio companies that are received by JLL, a General Partner or any of their respective affiliates or their respective officers, directors or employees (together, “Fee Income”); and (iv) Management Fee waivers. The receipt of Fee Income is offset against the Management Fee paid by a Fund net of any expenses incurred in connection with any consummated or unconsummated transaction incurred in generating such fees and allocated to a Fund (and offset against the Management Fee) only to the extent of the Fund’s relative ownership (or anticipated ownership) of such investment or potential investment

as set forth in the Governing Documents. Accordingly, a Fund will only benefit from the Management Fee reduction described above with respect to its allocable portion of any Fee Income and not the portion allocable to any other investor (which could include other Funds, CoInvestment Funds, co-investors, service providers, lenders, third parties, current or former portfolio company management or employees, sellers that have rolled their interest or reinvested proceeds in the portfolio company and/or others) that holds an economic interest in (or, in the case of a transaction not consummated, would have held an economic interest in) the applicable investment. Further, any such reduction of a Fund’s Management Fee is only applicable to the extent a Management Fee is payable by a Fund currently or in the future. In the event a Fund or Co-Investment Fund does not pay a Management Fee (including when a Fund is no longer taking a Management Fee) or does not have a Management Fee reduction provision, JLL will retain the credited offset portion of Fee Income allocable to these Funds or third parties without reduction. Receiving an allocable amount of Fee Income that does not offset the Management Fee results in a smaller amount of Fee Income offsetting such Fund’s Management Fees and gives JLL an incentive to maximize such amounts and to make and structure and potentially syndicate investments that could generate such amounts. For clarity, the following fees and expenses do not offset Management Fees, in each case as applicable: (i) any fees or compensation received by or on behalf of the Operations Group members and Strategic Advisors; (ii) reimbursements from a portfolio company, including reimbursements for any JLL employee who is seconded to a portfolio company; (iii) profits interests paid to a JLL employee who is seconded to a portfolio company, regardless of when the interests or amounts crystalize or vest; (iv) fees or expenses borne by a Fund; (v) broken deal expenses; (vi) profits interests or compensation to an affiliate, Strategic Advisor or Operations Group member that was entered into prior to such person becoming an affiliate, Strategic Advisor or Operations Group member, regardless of when the interests, compensation or amounts crystallize or vest; (vii) fees paid to third parties (and not to JLL or its employees) who JLL appoints to the board of a portfolio company; (viii) fees received from a co-investor or Co-Investment Fund; or (ix) portfolio company fees paid by a former portfolio company to a JLL employee or former employee who remains on the company’s board of directors or is otherwise engaged with the company following the Fund’s disposition of its investment in the company. JLL generally has discretion over whether to charge Fee Income to a portfolio company and, if so, the rate, timing, method and/or amount of such compensation, as well as to charge such amounts at varying levels in a portfolio company’s holding or operating structure. The amount of such Fee Income is paid by the Funds (directly, or indirectly by the portfolio companies) and are determined by JLL on a transaction by transaction basis, subject to the terms set forth in each Fund’s Governing Documents. In general, Fee Income are not typically negotiated with portfolio companies on an arm’s-length basis and such Fee Income could adversely affect a portfolio company’s financial performance. In most circumstances, such compensation is not reviewed or approved by an independent third party. There can be no assurance that the amount of fees charged will be proportional to the amount of work performed on behalf of a portfolio company. On occasion, in certain circumstances (such as a portfolio company’s liquidity needs or otherwise) JLL determines in its discretion to waive, defer or renegotiate, in whole or in part, the amount of Fee Income received from a portfolio company. JLL endeavors to require the payment of such

fees only to the extent permitted by the earnings or cash position of the applicable portfolio company or at the direction of the lender, and JLL will defer or forego the payment of such fees if too burdensome for the portfolio company or at such time a senior credit agreement prohibits the payment of such fees. JLL makes such determinations on a case-by-case basis and reserves the right to take different actions (or no action) with respect to similarly situated portfolio companies. In the case of amounts deferred, such payments will generally be payable in the future, which can result in a single payment or installments of repayment amounts that are larger than if the fees had originally been paid in increments. In such cases, in accordance with the Governing Documents, limited partners will not receive the benefit of Management Fee offsets with respect to such amounts until they are actually received. JLL reserves the right to charge interest on the deferred payments, including without offset, which creates a conflict of interest in that the exclusion of the interest amount from the Management Fee offset results in higher Management Fees paid by limited partners in such Fund. To the extent that an offset credit would reduce a Fund’s Management Fee for a given quarter below zero, the credit will be carried forward for future application against payable Management Fees. If a credit remains upon dissolution, a payment will be made to limited partners that have not elected to waive such amount for tax or other reasons. Fund Expenses Each Fund is governed by its own Governing Documents, which detail a description of expenses for such Fund. While differences exist among Funds, the following is a description of expenses generally charged to each Fund related to such Fund’s (and its subsidiaries’ and intermediate entities’) activities. Each Fund will bear all other expenses relating to it to the extent not borne by its portfolio investments, (a) the Management Fee; (b) expenses incurred in connection with the identification, structuring, negotiation, making, sourcing (including any retainers, success and finder’s fees and other compensation paid to investment banking consultants and Strategic Advisors), researching, holding, monitoring, development, ownership, operation, management, financing, sale, restructuring, proposed sale or restructuring, other disposition or valuation of portfolio investments and temporary investments or portfolio investments and temporary investments considered for a Fund (including due diligence in connection therewith), including, but not limited to, legal, accounting, audit, consulting, appraisal, travel, lodging, transportation, meals, entertainment, hedging and other expenses (to the extent not subject to reimbursement) and the attendance at conferences in connection with the evaluation of future portfolio investments or specific sectors or industries solely to the extent that such conferences are in furtherance of the Fund business, in each case, to the extent that such fees and expenses are not reimbursed by a portfolio investment or other third party; (c) premiums for insurance (including D&O liability, professional liability, fidelity liability and other similar liability insurance) protecting a Fund and any covered persons from liabilities; (d) legal, trustee, paying agent and record-keeping fees and expenses; (e) expenses related to the administration of a Fund or its subsidiaries, including, but not limited to, fees, expenses and costs of a third party administrator, fees, expenses and costs incurred in connection with the preparation and circulation of drawdown notices and distribution notices (including, without limitation, fees, expenses and costs of service providers), the maintenance of a Fund’s books of account and the preparation of audited or unaudited financial statements required by any governmental authority with jurisdiction over the Fund (including those of

independent auditors, accountants and counsel, those of preparing and circulating the reports (including, without limitation, Schedules K-1 or other similar schedules), and any fees or imposts of a governmental authority imposed in connection with such books and records and statements) and other routine administrative fees, costs and expenses of the related investment funds or its subsidiaries, including, but not limited to, those relating to the preparation of tax returns, cash management expenses and insurance and legal expenses and other reports to limited partners, including any information requests and conforming to limited partner-requested reporting templates, such as the Institutional Limited Partners Association, which for some Funds differs from JLL’s standard form of reporting; (f) auditing, investment banking, accounting, banking and consulting fees and expenses; (g) appraisal expenses, including the cost of obtaining positive assurance from an independent appraiser on a General Partner’s determination of fair value with respect to each portfolio investment; (h) expenses related to the organization, documentation and maintenance of persons through or in which portfolio investments may be made (including, without limitation, alternative investment funds and holding vehicles) and any general partner, manager or similar governing body of such persons; (i) expenses of an advisory committee and expenses of meetings thereof (including travel expenses and expenses incurred in connection with legal and financial advisors (if any) retained by an advisory committee); (j) extraordinary expenses (such as expenses associated with litigation, including the amount of any judgments or settlements paid in connection therewith, and indemnity expenses); (k) taxes and other governmental charges, fees and duties payable by a Fund (including interest and penalties thereon), in each case, except to the extent that such amounts are (i) allocable to, or indemnifiable by, a limited partner and (ii) actually borne or paid by such limited partner, and all expenses incurred by the tax matters representative or in connection with any tax filing, audit, examination, investigation, settlement or review of the Fund; (l) damages; (m) costs of any meetings with limited partners, including the annual meeting (including accommodation, meal, event, entertainment, travel of employees and Strategic Advisors and other similar expenses and costs related thereto); (n) costs of winding up and liquidating a Fund and its subsidiaries and any alternative investment funds or holding vehicles; (o) costs and expenses related to any filing, notification or other regulatory requirements or obligations applicable to the Funds or, to the extent related to a Fund, a General Partner and its affiliates (including any foreign or governmental filing and Form PF and those relating to the AIFM Directive or AIFMR but excluding Form ADV); (p) any fees and expenses of an advisory committee; but not including organizational expenses or Firm expenses; (q) costs, expenses, interest and liabilities related to borrowings, guarantees and credit support and other obligations or indebtedness entered into pending participation by a co-investor in an investment, including bridge investments, including all legal, audit, accounting, consulting, appraisal and other expenses (to the extent not subject to reimbursement) incurred in connection therewith (including, for the avoidance of doubt, expenses incurred in connection with a collateral assignment or pledge of the assets of the Fund; (r) expenses incurred in connection with the implementation of environmental, social and governance policies in connection with the activities of a Fund or any portfolio investment or proposed investment, including due diligence and reporting; (s) expenses relating to a defaulting limited partner; (t) expenses incurred in connection with hedging transactions; (u) expenses incurred in connection with any restructuring or amendments to the constituent documents of a Fund and related entities, to the extent necessary to implement a restructuring or amendment of the Governing Documents, but not including organizational expenses or Firm expenses; (v) expenses for business development and entertainment directly related to the development and management of portfolio investments and any prospective portfolio investments,

to the extent not reimbursed by a third party; (w) expenses incurred in connection with distributions to limited partners; (x) expenses incurred in connection with the “most favored nations” notification and election process with limited partners, including the preparation of any compendium and summary related thereto; (y) expenses incurred as a result of a proposed transaction or investment by a Fund that is not consummated, whether undertaken prior to the initial closing date or otherwise, including for a potential secondary transaction, to the extent not reimbursed by a third party (including break-up fees and fees and expenses related to unconsummated transactions and including expenses and costs that would have been allocable to co-investors had such proposed transaction or investment been consummated, if the amount allocable to such co-investors is not paid by such persons); (z) costs and liabilities incurred in connection with litigation, investigations, settlements or review of a Fund or other extraordinary events, D&O liability and other insurance and indemnity expenses, including the amount of any judgments or settlements; (aa) expenses incidental to the transfer, servicing and accounting for a Fund’s cash and securities, including all charges of depositaries and custodians; (bb) communications expenses (including any software or online data portal used in connection with reporting and webcasts, video conferencing or similar technology services); (cc) expenses incurred in connection with a purchase, sale, assignment, pledge or transfer of all or a portion of a limited partner’s interest or the withdrawal or termination of a limited partner (except to the extent allocable to or payable by, and actually borne and paid by, the applicable purchaser or limited partner, assignee, pledgee or transferee, as the case may be); (dd) fees, costs and expenses of antibribery, anti-corruption, anti-money laundering or “know your customer” compliance, tax diligence expenses or related procedures; (ee) expenses incurred in connection with administering and compliance with side letters, including summaries thereof, finance and operations manuals in respect thereof and any revisions or amendments to any side letter, including software used to monitor side letter compliance; (ff) expenses related to compliance with the privacy laws, rules or regulations of any applicable jurisdiction, including the General Data Protection Regulation; (gg) expenses incurred in connection with assisting limited partners with responding to FOIA or similar requests; (hh) for certain Funds, fees, costs, expenses of, and compensation (including internal compensation such as salary, benefits and bonus) paid to members of the Operations Group; provided that compensation paid by a Fund to the Operations Group (excluding, for this purpose, any right or entitlement to Carried Interest or equity interests in a portfolio company) shall not exceed an annual amount as specified in such Fund’s Governing Documents; and (ii) out-of-pocket expenses incurred in connection with the collection of any amounts due to a Fund from any person. Out-of-pocket expenses associated with completed transactions are either billed directly to a Fund, reimbursed by a portfolio investment or capitalized as part of the acquisition price of a consummated transaction. Out-of-pocket expenses associated with unconsummated transactions (“broken deal expenses”) are paid by the relevant Fund(s) selected as proposed limited partners in such transaction, including broken deal expenses incurred before a limited partner’s admission into a Fund. For additional information regarding brokerage practices, please see Item 12, below. Carried Interest The General Partners of the Funds are entitled to receive carried interest of up to 20% of profits on distributions derived from the disposition of investments (and, in certain circumstances, other

income from investments) following a preferred return to the limited partners as set forth in each Fund’s Governing Documents, where applicable. Expense Reimbursement Certain expenses related to JLL’s oversight of portfolio investments incurred on behalf of the Funds are reimbursed by a portfolio investment pursuant to a management services agreement with the portfolio investment. These expenses are paid by JLL and reimbursed by a portfolio company or paid directly by a portfolio company. Such expenses can include, without limitation: (i) travel expenses, which can include expenses for chartered or first-class travel and meals and entertainment expenses (such expenses including, as applicable, those relating to (a) use of premium black car and other car services, which can include waiting time and (b) social and entertainment events with portfolio investment management, customers, clients, borrowers, brokers and service providers, including closing dinners and mementos); (ii) expenses relating to training programs, meetings, conferences or other events (to the extent such programs, meetings or events are attended by portfolio investment personnel); (iii) premium meals (including outside normal business hours); (iv) expenses relating to hiring portfolio investment personnel (including background checks, recruiting, use of recruiting platforms, and relocation expenses); (v) indemnification expenses; (vi) insurance; (vii) corporate filings; (viii) certain legal expenses; (ix) similar out-of-pocket expenses; (x) consulting fees including related travel expenses and expert networks; (xi) fees relating to ESG due diligence; (xii) fees in enhancing portfolio companies’ cybersecurity program and I/T management services; (xiii) fees associated with providing research and analytical support services including subscriptions; (xiv) messenger and courier services; and (xv) other consideration and expenses. In addition, to the extent a Fund or JLL initially bears the cost of certain fees or expenses but the benefit of the related services or expense is also received by another Fund, portfolio investment or future fund or portfolio investment, JLL will determine, subject to its ultimate discretion, whether to cause such other Fund or portfolio investment to reimburse the initial Fund or JLL for such fees or expenses. Reimbursement by a portfolio investment of out-of-pocket expenses incurred by JLL, a General Partner, their respective affiliates or the Operations Group will not offset the Management Fee payable by the Funds. Offering and Organizational Expenses Each limited partner will bear its pro rata share of a Fund’s expenses incurred in connection with the organization of the Fund (“Organizational Expenses”) up to a cap as specified in each Fund’s Governing Documents. The amount and type of Organizational Expenses varies by Fund and is further detailed in the Governing Documents of such Fund. Any amounts in excess of such permitted limit are borne by JLL. Strategic Advisor and Operations Group Fees and Expenses JLL and its affiliates engage non-employee advisers, consultants, executive partners and other similar professionals (“Strategic Advisors”) or affiliates of JLL to assist with managing portfolio companies. Strategic Advisors assist JLL with managing portfolio companies, sourcing

investments, conducting due diligence, providing industry experience and facilitating transactions. The nature of the relationship with each Strategic Advisor and the amount of time devoted or required to be devoted by him or her varies. In certain cases, Strategic Advisors provide the Funds and/or JLL with industry-specific insights and feedback on investment themes, assist in transaction due diligence, make introductions to and provide reference checks on management teams. In other cases, Strategic Advisors take on more extensive roles and serve as executives or directors on the boards of portfolio companies or contribute to the origination of new investment opportunities. In certain instances, JLL has formal arrangements with Strategic Advisors (which are often terminable upon notice by any party) and such Strategic Advisors are denominated Strategic Advisors or executive partners of JLL. In other cases, the relationship is more informal. There can be no assurance that any of the Strategic Advisors will continue to serve in such role and/or continue their arrangement with JLL and/or any portfolio investment throughout the terms of the Funds. Strategic Advisors are permitted to receive compensation, which can include, without limitation, salary, benefits, reimbursements, an annual fee or retainer, a finder’s fee, transaction fees, a discretionary bonus or a success fee (in the form of cash or equity) based on pre-determined targets or milestones, directors’ fees, board fees, co-investment rights (including in portfolio companies in which they are not involved), equity allocations (including stock), a profits interest, options in a portfolio investment or a percentage of the Carried Interest in either a portfolio investment or a Fund. To the extent that Strategic Advisors are paid retainers or guaranteed minimum compensation amounts, there is the possibility that certain portfolio companies or Funds will bear a greater share of such compensation due to the utilization of the Strategic Advisor’s services at a time when fewer portfolio companies or Funds make use of such Strategic Advisor. Under many of these arrangements, there can be no assurance that the amount of compensation paid in a particular year will be proportional to the amount of hours worked or the amount of work generated by the Strategic Advisor. Strategic Advisors are not employees or affiliates for purposes of the Governing Documents and are not subject to the restrictions or provisions in the Governing Documents that relate to employees or affiliates of JLL (i.e., as noted above, Management Fees are not offset by amounts received by or on behalf of Strategic Advisors). Any determination to engage an individual as a Strategic Advisor, advisor or consultant rather than an employee is made by JLL in its sole discretion. Certain fees payable to Strategic Advisors are associated with a particular transaction and will typically be included in the closing costs payable by the applicable portfolio investment. Other fees, such as board fees, are paid directly by a portfolio investment to the Strategic Advisor. In the event a Strategic Advisor provides work directly to a portfolio investment in addition to board service, any such fees are paid by the portfolio investment directly to the Strategic Advisor. Work performed by Strategic Advisors for unconsummated transactions is borne by the Fund(s) that was to have participated in such transaction as part of broken deal expenses. In connection with Funds commencing 2024 and thereafter, JLL established a program whereby certain JLL employees (the “Operations Group”) provide value creation services to portfolio companies. Examples of services performed by the Operations Group include operational

management, talent, technology, AI, and capital markets. A portion of the total compensation of the Operations Group, including salary, bonus, benefits, expense reimbursement or other compensation, is borne by such Fund or its portfolio companies directly or indirectly through reimbursement of JLL. It is expected that services and support provided by Strategic Advisors and the Operations Group to the Funds and their portfolio companies will expand over time, and accordingly charges, expenses, costs and fees attributable or allocable to the provision of such services and support borne by the applicable Fund will increase. There can be no assurance that a Fund or a portfolio investment will be able to avail itself of all or any of the Strategic Advisors or Operations Group services. Over time, certain existing and former employees of JLL (including senior personnel) may transition to a Strategic Advisor or Operations Group role, which would shift the burden of compensating such persons from JLL to the Funds and/or their portfolio companies. The determination of the appropriate form and amount of compensation for such services takes into account a variety of factors but will ultimately be at the discretion of JLL and/or the portfolio investment, as applicable. Strategic Advisors and Operations Group members typically incur expenses while working with JLL portfolio companies or potential portfolio companies, including but not limited to, the cost of travel to portfolio companies and other out-of-pocket costs, and such expenses are paid or reimbursed by either JLL (generally in the case of work performed for the management company), the relevant portfolio investment (generally in the case of consummated transactions) or the relevant Fund (generally in the case of unconsummated transactions). Some Strategic Advisors and Operations Group members are also limited partners in the JLL Funds and participate as direct investors and/or receive equity grants in portfolio companies in which they are involved. None of these fees, bonuses, profits interests, other compensation or reimbursements received by Strategic Advisors and the Operations Group are offset against Management Fees. Fee Receipt Allocation From time to time, JLL, a Fund or a portfolio investment agrees to pay all or a portion of a Portfolio Fee, Management Fee, Carried Interest, equity grant or other fee to a third party, such as a consultant, advisor, Strategic Advisor, finder, placement agent, broker and/or investment banker. In such circumstances, any Management Fee offset percentage will be applied after excluding any amounts paid to such persons. Similarly, on occasion certain members of a portfolio investment management team receive additional cash and equity compensation, including bonus payments or incentive equity payments based on the applicable portfolio investment meeting certain success hurdles. All such compensation, whether in the form of a profits or equity interest in a portfolio investment or immediate holding company, generally has a dilutive impact on a Fund’s investment and indirectly reduces the proceeds available for distribution to portfolio investment limited partners at the time of such portfolio investment’s exit. None of these fees or compensation allocations offset Management Fees payable by a Fund.

Co-Investment Fees and Expenses In certain circumstances, JLL permits certain limited partners and third parties to co-invest in investments alongside one or more Funds, subject to JLL’s related policies and procedures, the relevant Governing Documents and/or side letter(s) or similar arrangements or agreements with lenders and other third parties. Direct co-investors bear their pro rata share of operating expenses as recorded at the portfolio investment. Where a Co-Investment Fund is formed, such entity will bear expenses related to its formation and operation, many of which are similar in nature to those borne by the Funds although JLL has on occasion charged co-investors more or less of certain expenses related to the investment (e.g., legal and other expenses associated with a portfolio investment) than the Fund making the investment. Since co-investments are incremental to the investment activities of a main Fund, any compensation received in connection with, related to or allocable to such co-investment does not reduce the Management Fee payable by a Fund. In the event a proposed transaction is not consummated, no co-investment vehicle generally will have been formed, and the full amount of any fees and expenses generated in the course of evaluating such investments, including out of pocket fees associated with due diligence, attorney fees, fees of other professionals and various other fees relating to such proposed but not consummated transaction (“broken deal expenses”), will generally be borne by the Fund(s) selected as proposed investors for such proposed transaction and not by any prospective coinvestors that were to have participated in such transaction, regardless of whether a limited partner negotiated for an elective or automatic contractual right that would have excused them from participating in the investment and regardless of whether the co-investment was anticipated to be structured as a direct co-investment or a co-investment vehicle. As a result, the Fund(s) selected as proposed investors for such proposed transaction will bear more than what would otherwise have been its share of such broken deal expenses. Conversely, co-investors who commit to a transaction after a Fund signs a definitive purchase agreement will lower the risk of broken deal or similar expenses incurred by such Fund (and indirectly, by such Fund’s limited partners) in connection with such transaction based on the timing of when a co-investor becomes contractually obligated to invest. However, to the extent that such co-investors have already invested in a portfolio investment through a Co-Investment Fund or other special purpose vehicle in connection with such transaction (such as for a follow-on investment for the portfolio investment for which the co-investment vehicle was originally created), such vehicle and/or coinvestor is expected to bear its share of such broken deal expenses where permitted by such vehicle’s governing documents (which will generally be recorded at the portfolio investment). To the extent a Fund makes use of a credit facility to invest in a portfolio investment or pay related expenses, it will generally be reimbursed by co-investors for their proportionate use of the facility. Furthermore, a Fund may acquire an investment with the intent to sell a portion of such investment to a Co-Investment Fund or a third party co-venturer or partner, as described more fully in Item 7, below. Allocation of Expenses In good faith and in its fair and reasonable discretion, JLL determines on a case-by-case basis whether an expense should be borne (in whole or in part) by the Firm, a Fund, multiple Funds or a portfolio investment. Some expenses are incurred on an aggregate basis for the benefit of

multiple Funds and/or JLL. To the extent that the Governing Documents do not expressly provide for a method of allocation or to the extent that an invoice does not relate to a specific Fund, JLL will typically allocate common expenses among multiple Funds on a pro rata basis and in accordance with its policies and procedures on expense allocation, unless another method is more equitable. The aggregate cost of such expenses are allocated in a fair and reasonable manner and in JLL’s sole discretion. The portion of an expense allocated to a Fund for any particular item or service will not always reflect the relative benefit derived by such Fund from that item or service in any particular instance and it is possible that JLL will determine an allocation of expenses to be fair and equitable even where a Fund is required to bear more than its proportional share of such fees or expenses relative to other Funds receiving the same service or participating in the same transaction. In addition, a Fund will bear more or less of a particular expense based on the methodology used, and a Fund will bear more or less of a particular expense based on the number of Funds JLL selects to bear the expense in its initial allocation determination. When making certain expense allocation determinations, JLL generally will allocate an expense to one or more applicable Funds that are in existence and identified as such at the time the expense allocation determination is made. Accordingly, it can be expected that in certain cases Funds that were not in existence or otherwise identified as Funds at the time an expense is allocated will ultimately benefit from a particular expense, without having borne any portion of such expense, and in such cases the Firm is not expected to re-allocate the expense to each such future fund, and such future fund(s) will benefit at the expense of other Funds. Because the Firm and JLL Partners FCH share advisory personnel, certain expenses of the Funds may also be incurred on behalf of, or for the benefit of, the fund advised by JLL Partners FCH. In such a case, such expenses will be apportioned pro rata among the applicable Funds, on the one hand, and the JLL Partners FCH fund, on the other hand, based on the respective capital commitments of the applicable Funds and the JLL Partners FCH fund or in such other equitable manner intended to reflect the relative benefits received by each of the applicable Funds and the JLL Partners FCH fund.

Calculated based on cumulative realized gains and income only, Carried Interest is allocated to a General Partner as portfolio holdings are liquidated or otherwise monetized and is subject to a potential after-tax giveback if the respective General Partner has received excess cumulative distributions. Each Fund’s Carried Interest calculation, as well as the clawback provisions of each Fund, is further described in the relevant Fund’s Governing Documents received by each limited partner prior to investment in such Fund. These performance fee arrangements have been structured subject to Section 205(a)(1) of the Advisers Act in accordance with the available exemptions thereunder, including the exemption set forth in Rule 205-3. JLL seeks to ensure that limited partners in a Fund that are directly or

indirectly assessed a carried interest satisfy the qualifications of Rule 205-3 and have been advised of the terms of such performance-based fees and the associated risks. The General Partner of each Fund, in its sole discretion, is permitted to waive or reduce the amount of Carried Interest for certain Funds or limited partners in a Fund. Specifically, if principals and employees and their respective family members and/or Strategic Advisors are limited partners in a Fund, they will generally pay reduced Carried Interest or none at all. Similarly, limited partners in Co-Investment Funds generally pay a lower amount of Carried Interest on the co-investment portion of their investment. The fact that the Firm is compensated based on the performance of investments creates an incentive for the Firm to recommend investments to or make investments on behalf of clients that are riskier or more speculative than would be the case in the absence of a performance-based compensation arrangement. However, the Firm will provide its investment advisory services to each of its clients in accordance with the investment strategy disclosed in the Fund’s Governing Documents to help ensure that the Funds and their investors are aware of the investment strategy and the risks associated with the strategy. JLL generally considers performance-based compensation to better align its interests with those of its limited partners, particularly in instances where the Governing Documents include terms requiring clawback or giveback of performance-based compensation amounts at the end of the relevant Fund’s life or at certain interim intervals. JLL manages multiple Funds with similar investment strategies on a side-by-side basis. Management of multiple vehicles on a side-by-side basis has the potential to create conflicts of interest with regard to JLL’s allocation of investment opportunities, expenses, time and attention of advisory personnel and consideration for certain transactions. Although JLL generally makes new investments for a Fund with the same investment objectives only after a predecessor Fund is substantially invested or committed as more fully described in the applicable Fund’s Governing Documents, management of side-by-side Funds can create an incentive for the Firm or its personnel to favor a Fund in which JLL or an affiliate has a greater financial interest. To the extent that JLL manages Funds with varying Carried Interest terms (including amount, timing, waterfall conditions or other terms) and/or JLL personnel are assigned different percentages of Carried Interest in different Funds, JLL and such personnel are subject to potential conflicts of interest to the extent they are involved in identifying investment opportunities as appropriate for a Fund from which they are entitled to receive a higher Carried Interest percentage. To help minimize such conflicts of interest, JLL allocates investment opportunities which satisfy the investment parameters of more than one Fund in accordance with JLL’s policies and procedures regarding investment allocation and the applicable Governing Documents and taking into consideration certain factors, as determined in the Firm’s sole discretion, which include, but are not limited to: the amount of available capital commitments of the applicable Fund(s); anticipated future capital requirements of an investment opportunity; life-cycle of the applicable Fund(s); expected time to obtain liquidity; legal, tax and regulatory considerations; and any other factors deemed relevant by JLL. JLL’s procedures are designed to ensure that all investment decisions are made in accordance with JLL’s fiduciary duties to its Funds and without consideration of JLL’s (or its affiliates’ or employees’) pecuniary interest. JLL will not allocate investment opportunities based in whole or in part on the relative fee structure or amount of fees

paid by any Fund or Co-Investment Fund or the profitability of any Fund. Investment allocation decisions are determined by the investment committee.

Each investor in a Fund must be an “accredited investor” as defined in Regulation D under Securities Act and a “qualified purchaser” as defined in the 1940 Act. JLL offers co-investment opportunities for certain investors to invest alongside a Fund in certain Fund portfolio companies. As referenced in Item 4, above, co-investments have been structured either as (i) a separate Co-Investment Fund or (ii) a direct investment by certain investors into a portfolio investment or its holding or operating company. When structured as a Co-Investment Fund, JLL considers the investment to be a Fund client, identifies the Fund in its Form ADV Part 1, Schedule D, Section 7.B.(1), obtains an audit for the Fund, reserves the option to assess a Management Fee and Carried Interest on such Fund and includes the amount of assets of such CoInvestment Fund in the Firm’s regulatory assets under management. In the case of direct coinvestments, JLL does not consider the investment to be a Fund or a client, does not act as the investment manager to the co-investment portion of the investment, does not charge Management Fees or Carried Interest to the investment, does not have custody of the investment or include the amount of assets of the co-investment in the Firm’s regulatory assets under management. In such direct co-investment opportunities, JLL will perform management, advisory and other services for the portfolio companies in which these co-investors invest, generally at no cost to such co-investors except portfolio investment fees and expenses (which such fees and expenses are recorded at the portfolio investment). Opportunities to participate in co-investment transactions arise when JLL has the opportunity for an investment in an existing or prospective portfolio investment and JLL determines that (i) an investment requires additional capital, (ii) all or a portion of the applicable opportunity is not required to be offered to a Fund, (iii) the full investment opportunity is not appropriate for a Fund, whether due to concentration restrictions contained in the Fund’s Governing Documents or otherwise or (iv) JLL believes the Fund will benefit from the participation of the co-investor(s). Such determinations are based on the provisions of the applicable Governing Documents, side letter agreements, agreements with lenders and such other factors as JLL will consider in its sole discretion, including those specified in its policies on investment allocation and co-investments. Subject to any restrictions contained in the Governing Documents of the relevant Fund or any side letter or other terms negotiated with respect to such Fund, in general no investor has a right to

participate in any co-investment opportunity. JLL’s exercise of discretion in allocating coinvestment opportunities will not always result in proportional allocations among co-investors and such allocations can be more or less advantageous to some co-investors relative to other coinvestors. When co-investment opportunities are permitted, it is possible that the size of the investment opportunity otherwise available to the Fund will be less than it would otherwise have been without the inclusion of such co-investors. JLL will select the investors that are permitted to co-invest in a particular portfolio investment in its sole discretion based on various factors, including those detailed in its Governing Documents and as outlined in its internal policies and procedures. While one or more limited partners in the Funds are on occasion invited to co-invest in a Fund’s portfolio companies, JLL is authorized in its sole discretion to offer any or all of a co-investment opportunity to investors that are not limited partners in the Funds. Co-investment opportunities are made available to select Fund limited partners and third parties, including, without limitation, management or founders of the applicable portfolio investment, co-sponsors, strategic investors, lenders, investment bankers, deal sources (including finders and consultants), other sponsors (including other private equity or venture capital firms), service providers, Strategic Advisors, sector experts, Strategic Advisors, other persons or entities affiliated, associated or otherwise known to JLL or its personnel. Certain service providers, including lenders and individuals who source transactions, have in the past and are expected in the future to negotiate co-investment rights or co-investment priority rights as a component of their compensation in connection with the services provided. In certain cases, determinations to allocate such amounts or investment opportunities to vendors or service providers will be made prior to the determination of the availability of opportunity for other coinvestors, and as such generally will decrease the amount of co-investment opportunities available. JLL can cause some co-investors in a Co-Investment Fund to bear a Management Fee, Carried Interest or other fees while not imposing a Management Fee, Carried Interest or other fees (or imposing different fees) on other co-investors. In certain cases, co-investment opportunities can include opportunities to invest in Fund portfolio companies at a time when there is not a corresponding Fund investment or on different terms than a Fund investment. Some co-investors can be provided a board seat or observer rights at a JLL portfolio company. Such positions provide such persons with voting rights, access to information and potentially the ability to influence the operations and decision-making of the portfolio company that are not necessarily available to other investors. Although co-investments typically involve investment and disposal of interests in the applicable portfolio company at substantially the same time and on substantially the same terms as the Fund making the investment, co-investors are generally subject to different economic terms than the Fund. From time to time, for strategic and other reasons, a co-investor or Co-Investment Fund purchases a portion of an investment from a Fund after such Fund has consummated its investment in the portfolio company (also known as a post-closing sell-down or transfer). Any such purchase from a Fund by a co-investor or Co-Investment Fund generally occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of the investment; however, in certain instances, a post-closing sell-down or transfer could occur well after the Fund’s initial purchase. When co-investors purchase their interest from a Fund after the Fund has consummated the investment, the price paid by co-investors is typically determined by the Fund’s General

Partner in its sole discretion, which has the potential to result in a conflict of interest. The Funds will bear the risk that any co-investors acquiring an interest in an investment after the closing of such investment will acquire such interest on terms that do not reflect the then-current value of such investment. Where appropriate, and in JLL’s sole discretion, JLL reserves the right to charge interest on the purchase to the co-investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under certain conditions), and to seek reimbursement to the relevant Fund for related costs. However, to the extent such amounts are not so charged or reimbursed, they generally will be borne by the relevant Fund. The price reimbursed to the Fund may not reflect the full cost incurred by the Fund in connection with the investment, any interest charge on the coinvestment amount, the cost of establishing the credit facility utilized to acquire the portfolio investment (if applicable) or the risk borne by the Fund in connection with purchasing and warehousing the investment. In either case, potential co-investors typically do not bear any transaction costs of investments that are not consummated and are not subject to the same risks to which a Fund is throughout the investment process. As fees paid by or on behalf of co-investors are not subject to a Management Fee offset and are thus retained by JLL, the opportunity to receive such fees presents a conflict of interest in that JLL could be incentivized to allocate a greater portion of an investment to a coinvestor than it would have otherwise allocated absent such an arrangement. JLL seeks to address any such potential conflict of interest by investing in accordance with its policies and procedures governing investment allocation and co-investments. In addition, to the extent that JLL engages in a secondary liquidity transaction in connection with an investment, co-investors will not necessarily receive the same liquidity options as limited partners in a Fund and may therefore be compelled to receive cash or continue to hold an interest in the investment, depending on the particular facts of the transaction. In the event JLL is not successful in offering a co-investment opportunity to potential co-investors, in whole or in part, it is possible that a Fund will consequently hold a greater concentration and have greater exposure in the related investment opportunity than was originally intended, which could make the Fund more susceptible to fluctuations in value resulting from adverse economic and/or business conditions with respect thereto and would result in a greater concentration of risk as a result. In addition, as a consequence of a failed co-investment syndication process or a coinvestment syndication on unattractive terms, a Fund would be required to (i) bear the entire portion of any break-up, topping or other fees, costs and expenses related to such investment (including the proportionate share of such amounts that were expected to have been borne by coinvestors), (ii) receive less-than-fair-market value for the syndicated portion of the investment and/or (iii) be diluted or realize lower than expected returns from such investment. To mitigate such risk, each investment is subject to concentration limits as described in the relevant Fund Governing Documents. Despite these concentration limits, it is possible an investment that is not syndicated to co-investors as originally anticipated could result in a significant impact to a Fund’s overall investment returns.

With the Firm’s investment strategy, process, and professionals all working in unison towards achieving business transformation and growth, JLL seeks to generate attractive risk-adjusted returns for its limited partners. JLL’s three targeted industries – healthcare, industrials, and business services – represent meaningful segments of the economy that JLL believes benefit from favorable long-term dynamics within the United States economy. Within each, the Firm develops multiple highly specific investment themes in targeted sub-sectors through extensive primary research, which it then actively pursues often over the course of several years. JLL believes that the breadth and diversification of the three core industries make fruitful grounds for finding actionable acquisition opportunities and developing new investment themes over time. Material Risks Investing in securities involves a substantial degree of risk and is suitable only for those investors who have the financial sophistication and expertise to evaluate the merits and risks of an investment in a Fund and for which such Fund does not represent a complete investment program. A Fund may lose all or a substantial portion of its investments, and investors in the Funds must be prepared to bear the risk of loss of their investments in the Funds. There can be no assurance that the investment objective of any Fund will be achieved, that a Fund will otherwise be able to successfully carry out its investment program, or that an investor will receive a return of its capital contributed to any Fund. The discussion below enumerates certain risk factors that apply generally to an investment in any Fund. Prior to making an investment in a Fund, investors should carefully review the applicable offering documents for a more complete description of the risk factors and conflicts of interest relating to such Fund. General Economic Conditions Changes in general global, regional and/or U.S. economic and geopolitical conditions may affect a Fund’s activities. Interest rates, general levels of economic activity, availability and terms of credit, inflation rates, economic uncertainty/volatility, changes in laws (including laws relating to taxation of portfolio investments), regulatory interventions and changes in regulations, changes in fiscal policies, trade barriers, currency exchange rates and controls, commodity prices and national and international political circumstances (including wars, terrorist acts, natural disasters or security operations), among other things, may affect the price of securities and participation by other

investors in the financial markets may affect the market in which a Fund makes portfolio investments or the value and number of portfolio investments made by a Fund or considered for prospective investment. Material changes and fluctuations in the economic environment, particularly of the type experienced in the years following 2008 and the bank distress, including the receivership of Silicon Valley Bank and Signature Bank in early 2023, that caused significant dislocations, illiquidity and volatility in the wider global economy, and the market changes that have resulted and may continue to result from the spread of the novel coronavirus (“COVID-19”), and wars and international conflicts, such as the Israeli-Palestinian conflict and the ongoing military conflict between Russia and Ukraine, may affect a Fund’s ability to make portfolio investments and the value of portfolio investments held by a Fund or a Fund’s ability to dispose of portfolio investments. The short-term and the longer-term impact of these or similar events are uncertain, but they could continue to have a material effect on general economic conditions, consumer and business confidence and market liquidity. Any economic downturn resulting from a recurrence of such marketplace events and/or continued volatility in the financial markets could adversely affect the financial resources of portfolio investments. Investments can be expected to be sensitive to the performance of the overall economy. Moreover, a serious pandemic, natural disaster, armed conflict, threats of terrorism, terrorist attacks and the impact of military or other action could severely disrupt global, national and/or regional economies. A resulting negative impact on economic fundamentals and consumer and business confidence may negatively impact market value, increase market volatility and reduce liquidity, all of which could have an adverse effect on the performance of portfolio investments, a Fund’s returns and a Fund’s ability to make and/or dispose of portfolio investments. No assurance can be given as to the effect of these events on a Fund’s portfolio investments or investment objectives. Leveraged Portfolio Investments Certain of the portfolio investments in which the Funds invest are expected to be leveraged. While an investment in a leveraged portfolio company offers the opportunity for increased capital appreciation, and although JLL will seek to use leverage in a manner it believes is appropriate under the then-circumstances, such an investment will be subject to increased exposure to adverse economic factors such as a significant rise in interest rates, a severe downturn in the economy or deterioration in the condition of such portfolio investment, and such portfolio investment may be subject to restrictive financial and operating covenants. This leverage may result in more serious adverse consequences to such portfolio investments (including their overall profitability or solvency) in the event these factors or events occur than would be the case for less leveraged investments. This could impair such portfolio investment’s ability to finance its future operations and capital needs and result in restrictive financial and operating covenants. As a result, such portfolio investment’s flexibility to respond to changing business and economic conditions may be limited. If such a portfolio investment is unable to generate sufficient cash flow to meet principal and/or interest payments on its indebtedness or make regular dividend payments, such portfolio investment may default on its loan agreements or be forced into bankruptcy, resulting in a restructuring of such portfolio investment’s capital structure or liquidation, in which case the value of a Fund’s investment in such portfolio company could be significantly reduced or even eliminated.

Further, an adverse economic change could result in some lenders imposing more stringent restrictions on the terms of credit or a general reduction in the amount of credit available in the markets in which a Fund will seek to invest. Any negative impact from the tightening of, or adverse changes in, the credit markets may result in: (a) an inability to finance the acquisition of investments on favorable terms, if at all; (b) increased financing costs; or (c) financing with increasingly restrictive covenants. Such changes in turn may negatively impact the performance of a Fund’s investment in portfolio companies. To the extent there is a lack of readily available and reasonably priced debt financing available to potential purchasers at the time a Fund is ready to dispose of an investment, such circumstances could materially and negatively affect the number of potential purchasers and the prices purchasers are willing to pay a Fund. Borrowing Subject to certain limitations set forth in the Governing Documents, the Funds intend, from time to time, to borrow at the Fund-level or at a subsidiary of the Fund on a secured or unsecured basis in connection with the consummation of an investment for any other purpose related to the business and operations of a Fund or where its General Partner determines that such borrowing is necessary in connection with the operations of a portfolio investment; provided that, any such borrowing shall be repaid within 12 months following date of the applicable borrowing. It is expected that indebtedness will be secured primarily by the unfunded capital commitments of the limited partners or a Fund’s other assets. In connection therewith, a General Partner may pledge its right to make capital calls and collect the unfunded capital commitments and the limited partners may be required to confirm the terms of their capital commitments, to provide financial information and to execute other documents as may be required by debt providers to a Fund. Limited partners whose unfunded capital commitments have been pledged may be called upon to fund their entire unfunded capital commitments to repay indebtedness and the failure of other limited partners to honor their capital commitments may result in a limited partner’s payments exceeding its pro rata share of the indebtedness that has been obtained by a Fund. A limited partner may also be required to fund amounts to repay subscription-based credit facility borrowings incurred in connection with an investment even if such limited partner did not participate in the relevant investment in connection with which such borrowings were incurred. In addition, the extent to which a Fund incurs borrowings may have certain consequences to the limited partners, including, but not limited to (a) use of cash flow (including capital contributions) for debt service and related costs and expenses, rather than for additional investments, distributions or other purposes; or (b) increased interest expense if interest rate levels were to increase. In the event a Fund incurs indebtedness, the preferred return accruing in respect of limited partners will be less than otherwise would have been the case in the absence of such indebtedness. As a result, a General Partner may be entitled (i) to receive Carried Interest earlier than it otherwise would have and (ii) in certain circumstances, to receive Carried Interest in amounts greater than it otherwise would have, in each case had a Fund not incurred such indebtedness and, instead, had required the limited partners to make additional capital contributions. Conflicts of interest also have the potential to arise to the extent that a subscription line is used to make an investment that is later sold in part to co-investors (including one or more co-investing funds), as to the extent co-investors are not required to act as guarantors under the relevant facility

or pay related costs or expenses, co-investors nevertheless stand to receive the benefit of the use of the subscription line and neither a Fund nor limited partners generally will be compensated for providing the relevant guarantee(s) or being subject to the related costs, expenses and/or liabilities. Tax-exempt investors should note that the use of leverage by a Fund or its subsidiaries may create UBTI. JLL expects to fund certain capital needs of a Fund with the proceeds of borrowings in lieu of drawing down capital commitments, which will result in the net internal rate of return of a Fund being higher than it otherwise would have been without Fund-level borrowing, particularly during the early years of a Fund’s life. JLL (or an affiliate thereof) may be incentivized to fund the acquisition of portfolio investments and ongoing capital needs of a Fund with the use of indebtedness in lieu of drawing down unfunded capital commitments. Additionally, the Firm and the investment professionals thereof may borrow funds in order to fund their commitment to a Fund, for working capital needs or for other purposes. In connection therewith, the investment professionals may pledge their interests in a General Partner, the Firm or their economic entitlements related thereto, or a General Partner or the Firm may pledge its interest in a Fund or its economic entitlements related thereto, in each case, to a lender as collateral. In the event of a default, a lender will engage in customary remedies as provided in the applicable credit documents, including the right to foreclose on such collateral. In connection with any credit facility entered into by a Fund, the borrowers thereon (and the limited partners) may be required to (i) make certain representations and warranties to one or more lenders and (ii) indemnify the lenders pursuant to any credit facility in case any such representations and warranties are inaccurate. These arrangements may create contingent liabilities of a Fund and/or its subsidiaries, for which a General Partner may establish reserves or escrow accounts in which the limited partners would be required to fund a pro rata share. In the case of subscription-secured credit facility borrowings, the limited partners whose unfunded capital commitments have been pledged may be called upon to fund their entire unfunded capital commitments to repay indebtedness and the failure of other limited partners to honor their capital commitments may result in a limited partner’s payment obligation exceeding its pro rata share of the indebtedness that has been obtained by a Fund. Additionally, there may be certain limited partners whose unfunded capital commitments are not pledged to a lender in order to comply with applicable law, rule or regulation applicable to such limited partner, and such limited partners may still benefit from such leverage. In such circumstances, it is possible that such limited partners may be required to provide additional or different credit support (or none at all). As a result, limited partners whose unfunded capital commitments are pledged to secure such borrowings may be compelled to fund more than their pro rata share of such indebtedness. A limited partner may also be required to fund amounts to repay subscription-based credit facility borrowings incurred in connection with an investment even if such limited partner did not participate in the relevant investment in connection with which such borrowings were incurred. In addition, to the extent the subscriptionsecured credit facility borrowings of a parallel fund, alternative investment fund and/or any coinvestment vehicle or any other Fund vehicle are cross-collateralized by the commitments to one or more other parallel funds, alternative investment funds, or co-investment vehicle or Fund vehicle, such other vehicle (or the limited partners of such other vehicles) may be required to satisfy the borrowing vehicle’s obligations. Additionally, any failure by lenders to provide

previously committed financing could also expose a Fund to potential claims by sellers of businesses, which a Fund may be contracted to purchase. Moreover, in certain circumstances a borrowing may be incurred at the Fund level for the benefit of one or more specific portfolio investments, which may expose all of the assets of a Fund to claims of creditors, even though one or more limited partners may have been excused from the investment in such portfolio company. Risk of Bridge Financings A Fund may make an investment (including a follow-on investment) with the intent of selling, refinancing or otherwise reducing such investment, including through co-investment by one or more limited partners or third parties, after the closing of such investment. See also “Terms of CoInvestments” below. Any such investment may include assets that JLL may not have caused a Fund to acquire on a stand-alone basis (including, without limitation, because the risk/return profile or other characteristics of such assets may not be desirable or appropriate for a Fund), and JLL may seek to reduce a Fund’s exposure to such assets through disposition, refinancing, coinvestment or another transaction. In these situations, a Fund’s strategy may depend, in part, upon its ability to sell, refinance or otherwise reduce its exposure to such investments after initially agreeing to consummate them. There can be no assurance in such instances that a Fund will be successful in doing so or that the terms of any such transaction will be attractive, including because there may not be sufficient interest in or for the assets or limited partners or third parties may not accept all or a portion of the amount offered for co-investment. If a Fund is unable to complete such an anticipated transaction, its portfolio investments will be less diversified than they otherwise may have been and a Fund may have greater exposure to certain investments, regions and sectors than intended or desired, including to assets that JLL would not have acquired on a stand-alone basis or to an investment that exceeds the amount that is permitted to be invested in a single investment that does not involve bridge financing. In addition, to the extent that a Fund is unable to complete an anticipated transaction, it may incur broken deal and related costs associated with the pursuit of such transaction. Generally, in the case of a Fund reducing an investment involving bridge financing (including through disposition or co-investment), such transaction will be completed at a price negotiated by JLL and the purchaser taking into account the then-relevant facts and circumstances, which may include a Fund’s cost of such investment (and an allocable portion of costs and expenses) and other market events and forces. There can be no assurance that such transaction price will be equal to or more than a Fund’s cost of such investment or that it necessarily or accurately reflects the thenmarket value of such investment, all costs and expenses associated therewith, or any interest or other carrying cost that would typically be associated with such transaction. In addition, a Fund may face increased risk of inability to complete the transaction under certain market conditions, including when the investment has decreased in value while held by a Fund. A Fund will be required to bear the losses of such investment if such a transaction is not consummated or if the Fund is required to sell such portion of its investment at a reduced price in order to reduce the Fund’s exposure to such investment. Depending on the applicable facts and circumstances, it is possible that bridge financings that are structured as debt for U.S. federal income tax purposes could cause a non-U.S. investor to

recognize ECI. Although JLL expects to take the position that bridge financed debt investments by a Fund should not cause non-U.S. investors to recognize ECI, no assurances can be provided that the IRS will not challenge such position and, if so, that the IRS will not be successful in asserting that such non-U.S. investors are engaged in a U.S. trade or business or commercial activities. Market Conditions and Financial Market Fluctuations The value of the investments held by the Funds may be affected by general economic and market conditions, including fluctuations in market prices of securities, interest rates, availability of credit, credit defaults, inflation rates, industry conditions, competition, technological developments, domestic and international economic uncertainty, trade barriers, currency exchange controls, and national and international political circumstances. Instability or volatility in the securities markets may also increase the risks inherent in the Funds’ investments. The Funds may be adversely affected to the extent that they seek to dispose of any of their portfolio investments into an illiquid or volatile market, and the Funds may be unable to dispose of an investment at a price that the General Partners of the Funds and the Firm believe reflects the investment’s fair value. In addition, a lack of liquidity in the capital markets or the inability to borrow money from lenders may make it significantly more difficult for sponsors like the Firm to obtain favorable financing for investments, and the financing that is available may be on much less favorable terms that had been prevailing in the past. The ability of portfolio companies to refinance debt securities may depend on their ability to sell new securities in the public high yield debt market or otherwise. Different risks may exist with respect to investments in different Funds. The risks associated with an investment in any particular Fund may be substantially impacted by the nature and timing of the market. Inflation A number of market commentators have raised concerns about the recent increase, and the possibility of future increases, in the rate of inflation. Inflation and rapid fluctuations in inflation rates have in the past had, and may in the future have, negative effects on economies and financial markets. In an attempt to stabilize inflation, governments may impose wage and price controls or otherwise intervene in the economy. Governmental efforts to curb inflation often have negative effects on the level of economic activity. If inflation were to rise at rates higher than those anticipated in underwriting portfolio investments, the effective rate of return on such portfolio investments may be reduced. As a result, an unexpected rise in the rate of inflation could have a material and adverse impact on a Fund and its portfolio investments. Inflation and Interest Rate Risk Inflation could directly, materially and adversely affect the portfolio investments. If a portfolio investment is unable to increase its revenue in times of higher inflation, its profitability and ability to distribute dividends may be materially and adversely affected. Portfolio investments may have long-term rights to income linked to some extent to inflation, whether by government regulations,

contractual arrangement or other factors. Typically, as inflation rises, the investment will earn more revenue, but will incur higher expenses; if inflation declines, the investment may not be able to reduce expenses in line with any resulting reduction in revenue. Certain businesses rely on concessions to mitigate the inflation risk to cash flows through escalation provisions linked to the inflation rate. While these provisions may protect against certain risks, they do not protect against the risk of a rise in real interest rates, which is likely to create higher financing costs for businesses and a reduction in the amount of cash available for distribution to limited partners. In addition, the market value of portfolio investments may decline in times of higher inflation rates given that the most commonly used methodologies for valuing portfolio investments (e.g., discounted cash flow analysis) are sensitive to rising inflation and real interest rates. Finally, wage and price controls have been imposed at times in certain countries in an attempt to control inflation, which could significantly affect the operation of businesses. Accordingly, changes in the rate of inflation may affect the forecasted or actual profitability of a portfolio investment. Certain countries’ economies, including in particular many emerging markets, have experienced substantial growth in and in some periods, extremely high rates of inflation for extended periods of time. Inflation has and may continue to have negative effects on the economies of certain of these countries. For example, the risks associated with transactions using local currencies are significantly greater in hyper-inflationary economies than in other less inflationary markets. International Conflicts Wars and international conflicts, such as the Israeli-Palestinian conflict, the U.S. military action in Iran and the ongoing military conflict between Russia and Ukraine, have caused disruption to global financial systems, trade and transport, among other things. In response, the U.S. and multiple other countries have put in place sanctions and other severe restrictions and prohibitions in certain of the countries involved, as well as related individuals and businesses. These ongoing conflicts and the rapidly evolving measures in response could be expected to have a negative impact on the economy and business activity globally, and therefore could adversely affect the performance of the portfolio investments. The severity and duration of these conflicts and their impact on global economic and market conditions, commercial activity, and on the operations, financial condition and performance of a Fund or any particular industry or business in which a Fund invests, are impossible to predict, and as a result, present material uncertainty and risk with respect to a Fund and the performance of its portfolio investments and operations, and the ability of a Fund to achieve its investment objectives. Similar risks will exist to the extent that any portfolio investments, service providers, vendors or certain other parties have material operations or assets in Russia, Ukraine, Belarus, Iran, the Middle East, Israel, the State of Palestine or the immediate surrounding areas or rely on inputs and/or outputs of such areas. These conflicts have the potential to have a significant and adverse impact on a Fund and result in losses to a Fund. This impact may include reductions in revenue and growth, unexpected operational losses and liabilities and reductions in available capital. It may also limit the ability of a Fund to source, diligence and execute new investments, and to manage, finance and exit existing portfolio investments. Developing and further governmental actions may cause additional disruption and constrain or alter existing financial, legal and regulatory frameworks and systems

in ways that are adverse to the investment strategy of a Fund, which has the potential to adversely affect a Fund’s ability to achieve its investment objective. Trade Policy Uncertainty and Supply Chain Disruptions During 2025, the U.S. Government enacted incremental across-the-board tariffs on certain goods imported into the United States. The tariffs may increase supply chain costs for U.S. companies and weaken demand for goods if prices increase meaningfully. In addition, countries have announced or enacted retaliatory tariffs which may weaken demand for U.S.-produced products sold overseas.

Global trade disruption, significant introductions of trade barriers and bilateral trade frictions, together with any future downturns in the global economy resulting therefrom, could adversely affect the financial performance of a Fund and its portfolio companies. Political Activities A portfolio company or its management or employees, in the ordinary course of its business, make political contributions to elected officials, candidates for elected office or political organizations, hire lobbyists or engage in other permissible political activities in U.S. and/or non-U.S. jurisdictions with the intent of furthering its business interests or otherwise. Portfolio companies are not considered affiliates of JLL under the Funds’ governing documents, and therefore such activities are not subject to relevant policies of JLL and are expected to be undertaken by a portfolio company without the direction of JLL. The interests advanced by a portfolio company through such activities will, in certain circumstances, not align with or could be adverse to the interests of other portfolio companies, the Funds and/or the limited partners. There can be no assurance that any such activities will be successful in advancing the interests of a portfolio company or otherwise benefit such portfolio company or the Funds. Political contributions made by the Firm’s professionals pursuant to its policies and procedures or valid exceptions made thereto, could present potential reputational or other risks to JLL and/or its portfolio companies. Change of Law Risk In addition to the risks regarding regulatory approvals, government counterparties or agencies have the discretion to implement, change or increase regulation of a portfolio company’s operations, or implement laws or regulations affecting the portfolio company’s operations, separate from any contractual rights a portfolio company can have. A portfolio company also could be materially and adversely affected as a result of statutory or regulatory changes or judicial or administrative interpretations of existing laws and regulations that impose more comprehensive or stringent requirements on such company. Governments have considerable discretion in implementing regulations, including, for example, the possible imposition or increase of taxes on income earned by or from a portfolio company or gains recognized by a Fund on its investment in such portfolio company, which could impact a portfolio company’s business. Prospective limited partners should also note that the outcome of elections over the past few years have created and can continue to create uncertainty with respect to legal, tax and regulatory

regimes in which the Funds, the Firm and its affiliates, will operate. Any significant changes in, among other areas, economic policy (including with respect to interest rates and foreign trade), the regulation of the asset management industry, tax law, immigration policy and/or government entitlement programs could have a material adverse impact on the Funds and their portfolio companies. Highly Competitive Market for Investment Opportunities The success of a Fund depends, in large part, on the availability of a sufficient number of investment opportunities that fall within a Fund’s investment objectives and the ability of a General Partner and the Firm to identify, negotiate, close, manage and exit those portfolio investment opportunities. The activity of identifying, completing and realizing attractive private equity investments is highly competitive and involves a high degree of uncertainty, especially with respect to timing. There can be no assurance that a General Partner or the Firm will be able to locate and complete portfolio investments which enable a Fund to invest all of its committed capital in opportunities that satisfy a Fund’s investment objectives or realize the value of these portfolio investments, nor can there be any assurance that a Fund will be able to make investments on favorable terms and conditions. Failures in identifying or consummating portfolio investments on satisfactory or favorable terms could reduce the number of portfolio investments that are completed, reduce a Fund’s returns and slow a Fund’s growth. A Fund will compete for the right to make portfolio investments with an ever-increasing number of other parties, including other consortia, companies and other private investment funds, as well as individuals, financial institutions and other institutions, some of which may have greater resources than a Fund. As a result of such competition, a Fund may have difficulty in making certain investments or, alternatively, a Fund may be required or elect to make portfolio investments on economic terms less favorable than anticipated. If a Fund fails to make new portfolio investments or makes portfolio investments on less favorable terms, a Fund’s financial condition and results of operations could be materially and adversely affected and the objective of a Fund may not be achieved. Limited partners will be required to pay the Management Fee based on aggregate capital commitments during the investment period irrespective of the amount of capital commitments actually used to make portfolio investments. Illiquidity of Investments Partial or complete sales, transfers or other dispositions of investments which may result in a return of capital or the realization of gains, if any, are generally not expected to occur for a number of years after an investment is made. There may often be no readily available market for portfolio investments made by a Fund. Funds generally do not expect to be able to sell the securities of portfolio companies publicly unless their sale is registered under applicable securities laws, or unless an exemption from such registration requirements is available. To the extent that there is no trading market for a portfolio investment, a Fund may be unable to liquidate that portfolio investment or may be unable to do so at a profit. Moreover, there can be no assurances that private purchasers of a Fund’s portfolio investments will be found.

The Funds’ investments may consist of securities that are subject to restrictions on sale under U.S. securities laws. Generally, a Fund will not be able to sell these securities publicly in the U.S. without the expense and time required to register the securities under the Securities Act or will be able to sell the securities only under Rule 144 or other rules under the Securities Act that permit only limited sales under specified conditions. When restricted securities are sold to the public, the applicable Fund may be deemed an “underwriter,” or possibly a controlling person, with respect thereto for the purpose of the Securities Act and be subject to liability as such under that Act. The sale of investments may be subject to restrictions imposed by the applicable securities laws or the countries in which it wishes to publicly list securities, if applicable. In addition, practical limitations may inhibit a Fund’s ability to liquidate certain of its investments in the portfolio companies since the issuer will be privately held, may be subject to complex regulatory requirements and the Fund may own a relatively large percentage of the issuer’s equity securities. Sales may also be limited by market conditions, which may be unfavorable for sales of securities of particular issuers or issuers in particular industries. The limitations on liquidity of a Fund’s investments could prevent a successful sale thereof, result in delay of any sale, or reduce the amount of proceeds that might otherwise be realized. Control Position A Fund will generally seek investment opportunities that allow a Fund to have significant influence on the management, operations and strategic direction of the portfolio investments in which it invests. The exercise of control and/or significant influence over an investment imposes additional risks of liability for environmental damage, product defects, failure to supervise management and other types of liability in which the limited liability characteristic of business operations may generally be ignored. The exercise of control and/or significant influence over a portfolio investment could expose the assets of a Fund to claims by such portfolio investment, its security holders and its creditors. While each General Partner intends to manage a Fund in a way that will minimize exposure to these risks, the possibility of successful claims cannot be precluded. In addition, a previous U.S. court decision has increased the likelihood that a Fund could be jointly and severally liable with its portfolio investments for the portfolio investments’ defined benefit pension liabilities. Under ERISA, a trade or business that owns at least 80% of another entity may be jointly and severally liable for that other entity’s unfunded pension liabilities if the plan terminates or if the employer withdraws from contributing to the plan. A previous U.S. Federal appeals court decision has held that a private equity fund is a “trade or business” for these purposes. In acquiring portfolio investments with unfunded pension liabilities, both the risk of this liability being incurred as well as risk mitigation strategies will be evaluated and, in appropriate instances, this risk may cause a Fund to not pursue an otherwise attractive investment opportunity or to limit its ownership percentage to below the 80% threshold. If a Fund does acquire portfolio investments with unfunded pension liabilities and does not limit its ownership percentage to below the 80% threshold, it may face certain liabilities related to the above.

Board Participation A Fund intends to seek control or co-control positions in portfolio investments and expects to be represented on the boards of directors (or have its representatives serve as observers to such boards of directors) of certain of its portfolio investments as well as positions on advisory, operating or similar committees of such portfolio investments. Although such positions in certain circumstances may be important to a Fund’s investment strategy and may enhance its General Partner’s and the Firm’s ability to manage a Fund’s portfolio investments, they may also have the effect of impairing JLL’s ability to sell the related securities when, and upon the terms, it may otherwise desire, and may subject a General Partner, the Firm and the Fund to claims they would not otherwise be subject to as a limited partner, including claims of breach of duty of loyalty, securities claims and other director related claims. In general, a Fund will indemnify its General Partner, the Firm and their representatives from such claims. Minority Position and “Toehold” Investments A Fund may also make minority or non-control equity or debt investments in portfolio investments where a Fund may have limited influence. Such portfolio investments may have economic or business interests or goals that are inconsistent with those of a Fund and a Fund may not be in a position to limit or otherwise protect the value of its investment in such portfolio investments. A Fund’s control over the investment policies of such portfolio investments may also be limited. This could result in a Fund’s portfolio investments being frozen in minority positions that incur substantial losses. This could also prevent a Fund from realizing the value of its portfolio investments and distributing proceeds in a timely manner. In addition, although a Fund will generally seek board representation in connection with its minority investments, there is no assurance that such representation, if sought, will be obtained. If a Fund takes a minority position in publicly traded securities as a “toehold” investment, such publicly traded securities may fluctuate in value over the limited duration of the investment in such publicly traded securities, which could potentiality reduce returns to limited partners. While JLL may seek to accumulate larger positions through open market purchases, registered tender offers, negotiated transactions or private placements, the Firm may be unable to accumulate a sufficiently large position in a portfolio investment to execute its strategy. In such circumstances, a Fund may dispose of its position in the portfolio investment within a short time of acquiring it; there can be no assurance that the price at which a Fund can sell such securities will not have declined since the time of acquisition. Moreover, this may be exacerbated by the fact that securities of the companies that a Fund may target may be thinly traded and that a Fund’s position may nevertheless have been substantial, although not controlling, and its disposal may depress the market price for such securities. Additionally, from time to time a Fund may make a toehold or minority investment in securities as part of a potential broader, longer-term investment strategy, and as a result, a Fund may keep certain information related to such investments confidential due to certain disclosure and regulatory related considerations.

Terms of Co-Investments To the extent JLL determines in its discretion that an investment opportunity that is to be offered to and executed on by a Fund exceeds the amount appropriate for a Fund (which it expects, in many cases, as determined by JLL in its discretion, to be less than the maximum concentration permitted under the Governing Documents), JLL may, in its discretion, offer to one or more limited partners and/or any other person or entity (including a General Partner and its affiliates or third parties) the ability to participate in such opportunity as a co-investor on such terms and conditions as the Firm determines. Limited partners are not required to participate in any co-investments offered by the Firm, and there can be no assurance that any co-investment opportunity will be made available in connection with a Fund. Nothing in the Governing Documents constitutes a guarantee or projection of the availability of future co-investment opportunities. Investing in a Fund does not entitle any limited partner to allocations of co-investment opportunities. Past performance is not necessarily indicative of future results and the actual number of co-investment opportunities made available to limited partners may be significantly higher or lower than those made available in connection with predecessor funds to a Fund. JLL may or may not charge Management Fees, administrative fees, one-time funding, acquisition or co-investment fees and/or Carried Interest in respect of co-investments, and fee income attributable to co-investments will not be shared by a General Partner or the Firm with a Fund or co-investors; provided that, in the event that (a) the relevant General Partner or one of its affiliates receives Carried Interest from a Co-Investment Fund that makes an investment alongside an investment by a Fund and (b) the limited partners do not receive aggregate distributions pursuant to the Governing Documents equal to at least the aggregate capital contributions made by such limited partners to fund the acquisition of all existing investments of a Fund, an amount equal to the after tax amount of such Carried Interest (up to the amount of such deficit) will be for the benefit of the limited partners. Subject to the foregoing, the performance of co-investments is not aggregated with that of a Fund, including for purposes of determining a General Partner’s Carried Interest or the Firm’s Management Fee under the Governing Documents. A Fund may be required to bear all broken deal costs associated with a co-investment where a portion of an investment is expected to be sold to co-investors after closing and such acquisition falls through. Investors’ returns with respect to co-investment opportunities are expected to differ from or exceed limited partners’ returns with respect to a Fund, particularly for investors in co-investment opportunities whose investment will be subject to reduced management fees, carry distributions or similar compensation payable to the Firm, a General Partner or their affiliates. Subject to the conditions set forth in the Governing Documents, any co-investment opportunity offered by JLL will be on terms and conditions determined by the Firm in its discretion. Investments in Less Established Companies A Fund is permitted to invest a portion of its assets in the securities of less established companies or early stage companies. Investments in such 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 a 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. Startup enterprises may not have significant or any operating revenues, and any such investment should be considered highly speculative and may result in the loss of a Fund’s entire investment therein. Use of Artificial Intelligence The Firm may permit the use of artificial intelligence (“AI”) technologies, including generative AI technologies, for limited purposes within the context of the Firm’s business and operations, including research related to prospective and current portfolio companies. The use of AI technologies is still in its early stages and ineffective or inadequate AI development or deployment by AI firms presents risks to the business of the Firm and could result in unintended consequences. For example, AI algorithms and models that are used may have undisclosed inherent limitations, be flawed or contain errors or may be based on datasets that are biased or insufficient. In addition, any latency, disruption or failure in AI systems or infrastructure could result in errors in analyses and compromise the integrity, security or privacy of generated content. Moreover, uncertainty in the legal regulatory regime relating to AI may require significant resources to modify and maintain business practices to comply with U.S. and non-U.S. laws, the nature of which cannot be determined at this time. Additionally, a Fund expects to invest in portfolio investments that utilize AI technologies, including generative AI, to, among other things, recommend relevant unconnected content across portfolio investments, enhance the advertising tools of portfolio investments, assist in the development of new products for portfolio investments and develop new features for existing products of portfolio investments. Accordingly, such portfolio investments are subject to the same risks and unintended consequences described above, and there can be no assurance that the usage of AI will enhance portfolio investment products or services or be beneficial to their business, including efficiency or profitability. General Risks Associated with Non-U.S. Investments Investment in foreign issuers or securities principally traded overseas may involve certain special risks due to foreign economic, political and legal climates, including favorable or unfavorable changes in currency exchange rates, exchange control regulations (including currency blockage), expropriation of assets or nationalization, imposition of taxes on dividends, interest payments, or capital gains, the need for approval by government or other authorities to make investments, and possible difficulty in obtaining and enforcing judgments against foreign entities. Furthermore, issuers of foreign securities are subject to different, often less comprehensive accounting, reporting and disclosure requirements than domestic issuers. The securities of some foreign governments and companies and foreign securities markets are less liquid and at times more volatile than comparable U.S. securities and securities markets. Foreign brokerage commissions and other fees are also generally higher than in the United States. There are also special tax considerations which apply to securities of foreign issuers and securities principally traded overseas. Moreover, the

expenses normally associated with foreign investments often exceed those associated with domestic investments. Currency Risk; Hedging A portion of the Funds’ investments, and the income received by the Funds with respect to such investments, will be denominated in non-U.S. currencies. The Funds’ books, however, will be maintained, and contributions to and distributions from the Funds will generally be made, in U.S. dollars. Accordingly, changes in currency exchange rates, costs of conversion and exchange control regulations may adversely affect the dollar value of the Funds’ investments and the amounts of distributions, if any, to be made by the Funds. Currency exchange rates may fluctuate significantly over short periods of time and may also be affected unpredictably by intervention by governments or central banks (or the failure to intervene) or by currency controls or political developments in one or more jurisdictions. The Funds may incur costs or experience substantial delays when, or be prohibited from, converting one currency into another. The Funds may, but are not required to, engage in currency hedging transactions. There can be no assurance, however, that the Funds will engage in such hedging transaction at any given time or from time to time, or that such hedging transactions will be available or be available at a reasonable cost, or that such hedging transactions will be effective and actually eliminate the applicable currency risk. Such hedging transactions may even exacerbate any negative impact on the Funds resulting from changes in currency exchange rates. While such transactions may reduce certain risks, such transactions themselves may entail certain other risks. Thus, while the Funds may benefit from the use of these hedging mechanisms, unanticipated changes in interest rates, securities prices or currency exchange rates may result in a poorer overall performance for the Funds than if they had not entered into such hedging transactions. Accounting, Reporting and Disclosure Standards Different, often less comprehensive, accounting, reporting and disclosure requirements and practices apply to issuers in certain foreign countries than is the case with U.S. issuers. As a result, information available to the Funds may be less reliable and less detailed than information available in more developed countries, and the Funds’ due diligence reviews may provide less information than reviews conducted in more developed countries. Geographic Concentration Risk Certain Funds (the “Geographically Focused Funds”) will focus their investments in a particular geographic region and therefore will be particularly vulnerable to events affecting companies in such region. The economy of a particular country in which a Geographically Focused Fund may invest is influenced by economic and market considerations in other countries in the relevant region. Investors’ reactions to events in one country can have adverse effects on the securities of companies and the value of property and related assets in other countries in which a Geographically Focused Fund may invest. The performance of a Geographically Focused Fund may be worse than the performance of other funds that invest more broadly geographically.

Reliance on Management The success of a Fund depends in substantial part upon the skill and expertise of the principals and other investment professionals who will be providing investment advice with respect to a Fund. There can be no assurance that these principals and investment professionals will continue to be associated with the Firm throughout the life of a Fund. In addition, the principals, other investment professionals and others within the Firm devote their time and attention to the Firm and various investments and activities of the Firm, which includes the activities of the General Partners and the Funds. While the principals and certain other investment professionals will devote such amount of time as they believe is reasonably required to a Fund, the composition of the team dedicated to a Fund may change from time to time without notice to the limited partners. Furthermore, while such investment professionals may continue to be associated with JLL, they may move between the different business groups within the Firm and no longer be responsible for providing investment advice with respect to a particular Fund. Accordingly, the make-up of the principals and the pool of investment professionals (including, in certain circumstances, members of the investment committee) with responsibility for the investment strategy of a Fund may evolve over time. The loss of key personnel, including as a result of the employment of such personnel by portfolio investments, could have a material adverse effect on a Fund’s ability to realize its investment objectives. Reliance on the Firm’s Portfolio Management Team Decisions with respect to the management of each Fund will be made by the General Partner of such Fund with the advice of the Firm. The success of a Fund will depend on the ability of the General Partner and the Firm to identify and consummate investments, to improve the operating performance of portfolio companies and to dispose of investments of such Fund at a profit. The loss of the services of one or more members of the professional staff of the Firm or of the partners of a General Partner could have an adverse impact on such Fund’s ability to realize its investment objective. The Firm shares advisory personnel with JLL Partners FCH. All of the officers and employees responsible for managing a particular Fund have responsibilities not only with respect to other funds and accounts managed by the Firm but also with respect to the Fund managed by JLL Partners FCH. Thus, such persons will have demands made on their time for the investment, monitoring, exit strategy and other functions of other funds and accounts. Operational Risk A Fund is subject to operational risk, including the possibility that errors may be made by the Firm, a Fund’s service providers (including third party fund administrators) or any of their respective affiliates in certain transactions, calculations or valuations on behalf of, or otherwise relating to, a Fund. Limited partners may not be notified of the occurrence of an error or the resolution of any error. Generally, the Firm, a Fund’s service providers and any of their respective affiliates will not be held accountable for such errors, and a Fund may bear losses resulting from such errors.

Lack of Transferability of Interests in the Fund; No Right of Withdrawal Fund interests have not been registered under the Securities Act, the securities laws of any state or the securities laws of any other jurisdiction and, therefore, cannot be resold unless they are subsequently registered under the Securities Act and other applicable securities laws or an exemption from registration is available. It is not expected that registration of the interests under the Securities Act or other securities laws will ever be effected. There is no public market for the interests and one is not expected to develop. The Governing Documents provide that a limited partner interest is not generally transferable and voluntary withdrawal of a limited partner’s interest is not allowed without the prior consent of the relevant General Partner, which may be given or withheld in the General Partner’s sole and absolute discretion. In addition, no such sale, transfer, assignment, pledge or other disposition may take place if it would cause a Fund to be treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code, or result in the assets of a Fund being considered “plan assets” for purposes of ERISA. Limited partners must be prepared to bear the risks of owning interests and contributing capital for an extended period of time. Additionally, a Fund will not be registered as an investment company under the 1940 Act. Consequently, the purchase of a direct or indirect interest in a Fund should be considered only as a long-term and illiquid investment. Risk of Unsuccessful Exit Strategies JLL may cause a Fund to opportunistically sell, publicly list, distribute or otherwise dispose of portfolio investments at any time. It is not possible to predict whether a particular exit strategy will be advantageous or available at the appropriate time. If a Fund fails to execute an exit strategy successfully prior to the liquidation of a Fund, a Fund may be forced to liquidate its assets on terms less favorable than anticipated and the proceeds from these portfolio investments and the remaining portfolio investment may be materially and adversely affected, and may be less than if such exit strategy had been executed successfully. Sourcing of Investments An investor must rely upon the ability of the Firm to identify, structure and implement portfolio investments consistent with the Funds’ investment objectives and policies. A Fund may be unable to find a sufficient number of attractive opportunities to meet its investment objectives. The success of a Fund will depend on the ability of the Firm to identify suitable portfolio investments, to negotiate and arrange the closing of appropriate transactions and to arrange the timely disposition of portfolio investments. Limited Number of Investments A Fund may participate in a limited number of portfolio investments and, as a consequence, the aggregate return of a Fund may be substantially adversely affected by the unfavorable performance of even a single portfolio investment. Moreover, there are no assurances that all of a Fund’s portfolio investments will perform well or even return capital. Therefore, if certain portfolio investments perform unfavorably, for a Fund to achieve above-average returns, that one or a few of its portfolio investments must perform well. There can be no assurance that this will be the

case. In addition, other than as set forth in a Fund’s governing documents, investors have no assurance as to the degree of diversification of a Fund’s portfolio investments, either by geographic region, industry or transaction type. To the extent a Fund concentrates portfolio investments in a particular issuer, industry, subsector, security or geographic region, its portfolio investments will become more susceptible to fluctuations in value resulting from adverse economic and business conditions with respect thereto. Uncertainty of Financial Projections The Firm generally establishes the pricing of transactions and the capital structure of portfolio companies on the basis of financial projections. In all cases, projections are only estimates of future results that are based upon assumptions made at the time that the projections are developed. There can be no assurance that the projected results will be obtained, and actual results may vary significantly from the projections. General economic, political and market conditions, which are not predictable, can have a material adverse impact on the reliability of such projections. Public Company Holdings A Fund’s investment portfolio may contain securities issued by publicly held companies. Such portfolio investments may subject a Fund to risks that differ in type or degree from those involved with portfolio investments in privately held companies, including without limitation, greater volatility in the valuation of such companies, increased obligations to disclose information regarding such investments and companies, limitations on the ability of a Fund to dispose of such securities at certain times, increased likelihood of shareholder litigation against such companies’ board members and controlling parties and increased costs associated with each of the aforementioned risks. Valuation of Assets The Firm values its investments at estimated fair market value as determined in good faith by the applicable General Partners. Due to the generally illiquid nature of many of the securities held, fair market values determined by the applicable General Partners may not reflect the prices that actually would be received when such investments are realized. The process of valuing securities for which reliable market quotations are not available is based on assumptions which contain inherent uncertainties and the resulting values may differ from values that would have been determined had an active market existed for such securities and may differ from the prices at which such securities may ultimately be sold. Given the nature of a Fund’s proposed investments, a Fund may rely upon its General Partner for valuation of certain of a Fund’s assets, including, without limitation, in connection with the distribution of illiquid securities upon the liquidation of a Fund. A General Partner may engage qualified valuation professionals to assist in this determination; however, it is not always required to do so. Given the nature of the proposed portfolio investments and the significant uncertainty and volatility in the current financial markets due to COVID-19, valuation of assets, especially distressed assets or assets impacted by dislocation, may be difficult. There may be a relative scarcity of market comparables on which to base the value of a Fund’s assets. As such, any such

valuations may be speculative. In addition, such valuations will affect the calculation of a General Partner’s Carried Interest distributions. Interpretation of Governing Documents The Governing Documents of a Fund establish complex arrangements among a Fund, the limited partners, the Firm and other relevant parties. From time to time, questions may arise regarding certain parties’ rights and obligations in certain situations, some of which may not have been contemplated upon the negotiation and execution of such documents. In some instances, the operative provisions of the Governing Documents may be broad, unclear, general, conflicting, ambiguous or vague and may allow for multiple reasonable interpretations. In other instances, there may not be a directly applicable provision. While JLL will construe the relevant provisions in good faith and in a manner consistent with its legal obligations, the interpretations used may not always be the most favorable to a Fund or the limited partners. Liability for Return of Distributions Under applicable law, if a Fund is otherwise unable to meet its obligations, the limited partners may be obligated to return cash distributions with interest previously received by them if such distributions are deemed to be wrongfully paid to them and such limited partners knew at the time of such distributions that they were wrongfully paid. In addition, a limited partner may be liable under applicable law, including Cayman Islands and U.S. federal or state bankruptcy laws (as applicable), to return a distribution made during a Fund’s insolvency. Under the terms of the Governing Documents, limited partners also may be required to return amounts distributed to them to fund a Fund’s expenses, including indemnity obligations. Clawback of Carried Interest Distributions May be Insufficient Carried Interest distributions may be distributed to a General Partner prior to the final liquidation of a Fund and its portfolio investments and prior to returning all of the capital invested by the limited partners. If a Fund experiences significant losses after having made Carried Interest distributions to a General Partner, then it is possible that the aggregate cumulative amount distributed to all of the limited partners upon final liquidation of a Fund would be less than the limited partners’ aggregate capital contributions plus the cumulative unpaid amount of the preferred return. In such event, a General Partner generally would be required to contribute to a Fund (for distribution to the applicable limited partners) all or a portion of such Carried Interest distributions previously received by it to restore the deficiency in the returns to the investors; provided, however, the cap on a General Partner’s clawback obligation will be computed on an “after-tax” basis (calculated using an assumed tax rate). Such amounts may not be sufficient to ensure that a limited partner receives a return of its capital contributions or amounts necessary to achieve the preferred return. Portfolio Company Management Each portfolio company’s day-to-day operations will be the responsibility of such company’s management team. Although the Firm will be responsible for monitoring the performance of each

portfolio investment there can be no assurance that the existing management team, or any successor, will be able to successfully operate the portfolio company in accordance with the Firm’s plans. The success of each portfolio company depends in substantial part upon the skill and expertise of each portfolio company’s management team. Additionally, portfolio companies will need to attract, retain and develop executives and members of their management teams. The market for executive talent is, notwithstanding general unemployment levels or developments within a particular industry, extremely competitive. There can be no assurance that portfolio companies will be able to attract, develop, integrate and retain suitable members of its management team and, as a result, the Funds may be adversely affected thereby. Operating and Financial Risks of Portfolio Companies Companies in which a Fund invests could deteriorate as a result of, among other factors, an adverse development in their business, a change in the competitive environment or an economic downturn. As a result, although the Funds expect portfolio companies to be stable, they may operate, or expect to operate, at a loss or have significant variations in operating results, may require substantial additional capital to support their operations or to maintain their competitive position, or may otherwise have a weak financial condition or be experiencing financial distress. In some cases, the success of a Fund’s investment strategy will depend, in part, on the ability of a Fund to restructure and effect improvements in the operations of a portfolio company. The activity of identifying and implementing restructuring programs and operating improvements at portfolio companies entails a high degree of uncertainty. There can be no assurance that a Fund will be able to successfully identify and implement such restructuring programs and improvements. Risks Relating to Due Diligence of and Conduct of Portfolio Companies Before making its portfolio investments, the Firm typically conducts due diligence that it deems reasonable and appropriate based on the facts and circumstances applicable to each portfolio investment. When conducting due diligence and making an assessment regarding an investment, the Firm relies on the resources available to it at the time, including information provided by the target of the investment and, in some circumstances, third-party investigations. The due diligence investigation that the Firm carries out with respect to any investment opportunity may not reveal or highlight all relevant facts that may be necessary or helpful in evaluating such investment opportunity. Moreover, such an investigation does not guarantee that the portfolio investment will be successful. There can be no assurance that attempts to provide downside protection with respect to portfolio investments will achieve their desired effect. There can be no assurance that the Firm will be able to detect or prevent irregular accounting, employee misconduct or other fraudulent practices during the due diligence phase or during its efforts to monitor the portfolio investment on an ongoing basis. In the event of fraud or misconduct by any portfolio company or any of its affiliates, a Fund may suffer a partial or total loss of capital invested in that portfolio company. An additional concern is the possibility of material misrepresentation or omission on the part of the portfolio company or the seller. Such inaccuracy or incompleteness may adversely affect the value of the Fund’s securities and/or instruments in such portfolio company. A Fund relies upon the accuracy and completeness of representations made by portfolio companies and/or their former owners in the due diligence process to the extent

reasonable when it makes its investments, but cannot guarantee such accuracy or completeness. Under certain circumstances, payments to a Fund may be reclaimed if any such payment or distribution is later determined to have been a fraudulent conveyance or a preferential payment. Guarantees of Portfolio Companies and/or Affiliates A Fund may guarantee the obligations or other liabilities of investments, and/or affiliates of a Fund and there can be no assurance that such guarantees will not have adverse consequences for a Fund. Moreover, in such situations, it is not expected that a Fund would be compensated for providing any such guarantee or exposure to such liability. As a result, if any such investment or affiliate defaults on its obligations, a Fund will be required to satisfy such obligation. In order to do so, a Fund may call capital, recall distributions or liquidate some or all of the investments prematurely at potentially significant discounts to fair value. In addition, a Fund, a subsidiary of a Fund or its General Partner or its affiliates may guarantee obligations or provide letters of credit or other credit support to facilitate investments, which such letters of credit or other credit support will not have any explicit limitations, and there can be no assurance that such guarantees or letters of credit will not have adverse consequences for a Fund. As a result, if any such investment or affiliate defaults on its obligations, a Fund will be required to satisfy such obligation, in which case a Fund may make a larger investment in such investment than initially expected. In order to do so, a Fund may call capital, recall distributions or liquidate some or all of the investments prematurely at potentially significant discounts to fair value. For example, in connection with certain investments, a Fund may provide a completion or performance guarantee. In such cases, a Fund may be required to indemnify its General Partner, the Firm and their employees and affiliates for any losses incurred in connection with such guarantee. Further, the party executing a completion or performance guarantee may be motivated to make decisions that may be advantageous to the guarantor, but detrimental to a Fund or the limited partners. The tax treatment of guarantees is complex and could result in a recharacterization of certain guarantee transactions for tax purposes. There can be no assurances that the U.S. Internal Revenue Service (the “IRS”) would not challenge the positions that may be taken by a Fund with respect to the tax treatment of guarantees. Any such recharacterization could have an adverse impact on the U.S. federal income tax treatment of certain investors, including tax-exempt investors who may incur UBTI or non-U.S. investors who may incur ECI as a result of such recharacterization. Misconduct of Employees and Third-Party Service Providers Misconduct by employees or by third-party service providers could cause significant losses to a Fund. Employee misconduct may include binding a Fund to transactions that exceed authorized limits or present unacceptable risks and other unauthorized activities or concealing unsuccessful investments (which, in either case, may result in unknown and unmanaged risks or losses). Losses could also result from actions by third-party service providers. In addition, employees and thirdparty service providers may improperly use or disclose confidential information, which could result in litigation or serious financial harm, including limiting a Fund’s business prospects or future activities. Although, the Firm believes it has implemented reasonable policies, procedures and controls relating to these activities, it is not always possible to deter misconduct by employees

or service providers, and the precautions the Firm takes to detect and prevent this activity may not be effective in all cases. Third Party Involvement A Fund may co-invest through or invest in partnerships, joint ventures or other entities with third parties (which may include limited partners) that may have economic or business interests or objectives, including exit strategies, that are different than or conflict with those of a Fund. In such situations, a Fund’s ability to control its portfolio investments will depend upon the nature of the arrangements with such third parties and a Fund’s relative ownership stake in such portfolio investments. A Fund may be a minority investor in these circumstances. In addition, such arrangements may restrict a Fund’s ability to dispose of its portfolio investments for potentially significant periods of time. Such investments may involve risks not present in investments where such third parties are not involved, and such third parties may be in a position to take action contrary to a Fund’s objectives, which may result in negative consequences, including loss of capital. Furthermore, a Fund may be liable for certain actions of such third parties. Exculpation and Indemnification Certain exculpation and indemnification provisions contained in the Governing Documents may limit the rights of action otherwise available to limited partners and other parties, subject to certain limited exceptions set forth in the Governing Documents. In addition, a Fund will be obligated to indemnify such persons in respect of the operations of a Fund, subject to certain limited exceptions set forth in the Governing Documents. Certain limited partners may, for regulatory or policy reasons, not be permitted, or may not agree, to fund indemnification obligations, or their ability to fund such obligations may be restricted. In those cases, a Fund may be required to satisfy any shortfall with respect to indemnification obligations even if such obligations are the direct result of a breach of representation, warranty or covenant by any such restricted limited partner. Follow-On Investments; Build-Ups and In Process Investments There are a variety of funding obligations that may be required in connection with portfolio investments, both during the investment period and after the suspension, expiration or termination of the investment period. For example, build-ups encompass any obligation in respect of an investment that was approved by the investment committee (or pursuant to authority delegated by the investment committee) prior to the suspension, expiration or termination of the investment period. While build-ups are transactions that may require funding in tranches over time or buildup strategies where multiple assets are acquired and aggregated over time, they are not limited by strategy or type of investment. Instead, build-ups encompass a broad array of situations and include any investment where a Fund has an obligation to make additional contributions at a later date. Conversely, follow-on investments encompass certain obligations in respect of investments (including build-ups) that were not approved by the investment committee (or pursuant to authority delegated by the investment committee) prior to the suspension, expiration or termination of the investment period. Finally, a Fund may also make investments that it has a written commitment, letter of intent or similar written agreement to make as of the end of the investment period. In some instances, an additional investment or funding obligation after the investment period may

have characteristics of multiple types of additional funding obligations and could be considered a build-up, a follow-on investment or an investment that is “in process”, and JLL will exercise its discretion in determining which categorization is most appropriate or applicable to such additional investment or funding obligation. While JLL will take into account various factors surrounding the additional investment or funding obligation to determine in good faith whether an additional investment or funding obligation is considered a build-up, a follow-on investment or an investment that is “in process”, the Firm may have an incentive not to categorize an additional investment or funding obligation as a follow-on investment after the expiration or termination of the investment period because capital contributions in respect of follow-on investments are subject to limitations set forth in the Governing Documents. Financial Covenants May Restrict the Fund’s Operating or Acquisition Activities A Fund and its subsidiaries expect to enter into credit facilities and other debt instruments in order to finance their operations (including acquisition activities). It is anticipated that all such credit facilities or other debt instruments will contain a number of common covenants that, among other things, might restrict the ability of a Fund and its subsidiaries to (a) acquire or dispose of assets or businesses; (b) incur additional indebtedness; (c) make capital expenditures; (d) make cash distributions; (e) create liens on assets; (f) enter into leases, investments or acquisitions; (g) engage in mergers or consolidations; (h) make capital calls to investors; (i) engage in transactions with affiliates; (j) amend the Governing Documents of a Fund or its subsidiaries; and (k) otherwise restrict corporate activities of a Fund and its subsidiaries (including certain changes of control) without the consent of the lenders. A Fund’s (or its subsidiaries’) ability to borrow under a credit facility will be subject to compliance with these covenants. If a Fund (or any of its subsidiaries) is unable to borrow under its credit facility or to refinance existing indebtedness, a Fund may be prevented from making acquisitions or funding its working capital needs and its financial condition and results of operations would be adversely affected. A Fund and its subsidiaries may incur indebtedness under a credit facility that bears interest at a variable rate. Economic conditions could result in higher interest rates and interest rate floors, which could reduce the amount of cash available for various Fund purposes. Cross-Collateralization Indebtedness incurred by a Fund and any alternative investment funds, respectively, is expected to be structured in a way that the parallel funds composing a Fund or any alternative investment funds are jointly responsible on a cross-collateralized basis for the repayment of indebtedness, and the capital commitments of the limited partners of one of the parallel funds are pledged to secure indebtedness obtained for the benefit of the other parallel funds and alternative investment funds. If the indebtedness is structured in this manner, the failure of limited partners in one of the parallel funds or alternative investment funds to fund a capital call in order to repay indebtedness may result in other limited partners being required to fund more than their pro rata share of the indebtedness, and, in certain circumstances, a limited partner may be called upon to fund its entire capital commitment to repay indebtedness. Limited partners in one or more parallel funds, alternative investment funds or co-invest vehicles may benefit from the incurrence of indebtedness even though their capital commitments may not be pledged to secure such indebtedness. In addition, certain guarantees or hedging arrangements may be cross-collateralized among parallel

funds and/or alternative investment funds and any such guarantees or hedging arrangements would be subject to the same risks as cross-collateralized indebtedness. In certain cases, for regulatory or other reasons, JLL may structure indebtedness, guarantees or hedging arrangements in a manner that the Firm believes generally benefits the Fund as a whole, which may affect one or more of the parallel funds composing the Fund differently from other parallel funds. For example, JLL may cause certain parallel funds to provide a guarantee for a hedging arrangement while allowing other parallel funds to benefit from such hedging arrangement without providing such a guarantee, following JLL’s determination that the basis for such arrangement is fair and reasonable to each parallel fund (which may include the Firm requiring a parallel fund not providing such a guarantee to provide other means of credit support in respect of such arrangement). In addition, a Fund may provide for the repayment of indebtedness and/or the satisfaction of guarantees on behalf of co-investment vehicles in connection with investments made by such vehicles alongside a Fund. In such circumstances, a Fund (or any subsidiary thereof) that is providing the guarantee or otherwise incurring the indebtedness may be solely liable with respect to the entire obligation. While a Fund and/or the other co-investment vehicles that are benefitting from such guarantee (or hedging arrangement as discussed above) may enter into back-to-back or other similar reimbursement agreements that provide that each entity shall bear its pro rata portion of the debt and related obligations, the failure of the co-investment vehicle to repay any such indebtedness or satisfy any such guarantee may result in the limited partners being required to fund more than their pro rata share of the indebtedness and/or guarantee in respect of such investment than they otherwise would have been obligated but for a Fund’s agreement to repay the indebtedness and/or satisfy any such guarantee of such co-investment vehicle. Legal, Tax, Changes to Accounting Standards and Regulatory Risks Legal, tax, accounting standards and regulatory changes could occur during the term of a Fund that may adversely affect such Fund. There is a material risk that governmental bodies, regulatory agencies self-regulatory organizations and other industry bodies that supervise the financial markets in the United States, Europe, or elsewhere may adopt burdensome laws (including tax laws) or regulations, or changes in law or regulation, or in the interpretation or enforcement thereof, which are specifically targeted at the private equity industry, or other changes that could adversely affect private equity firms and the funds they sponsor, including a Fund. Litigation In the ordinary course of business, the Firm may be a party to litigation, disputes and other potential claims. Excuse and Exclusion from Investments Under certain limited circumstances, a limited partner may be excused from participating in an investment (including, without limitation, to avoid violations of law and violation of a limited partner’s written policies disclosed to JLL on or before the closing at which such limited partner was admitted to the Fund) or JLL may exclude or limit the participation of a limited partner in an investment (including, without limitation, if a limited partner’s participation is reasonably likely

to have a material adverse effect on a Fund). For example, a limited partner may be prohibited under applicable law or written policies from making capital contributions in respect of certain types of investments or investments in certain geographic locations. Similarly, a limited partner may be prohibited under applicable law or written policies from making any future capital contributions to a Fund in the event that a Fund, its General Partner or the Firm breach certain representations and warranties or covenants. In any such circumstance, each limited partner may be required to make an additional capital contribution to a Fund in respect of such investment, subject to such additional capital contribution not exceeding such limited partner’s unfunded capital commitment and certain other limitations, thereby resulting in such other limited partner having increased exposure to such investment than such limited partner would otherwise have had but for such excuse or exclusion event. A limited partner that is excused or excluded would not be expected to fully utilize its unfunded capital commitment. JLL may determine that where one or more limited partners is excused or excluded from an investment, such investment should be structured using an alternative investment fund, which may result in increased Fund expenses. Cybersecurity Risk JLL, a Fund’s portfolio investments and any of their respective service providers and other market participants increasingly depend on complex information technology and communications systems to conduct business functions. For example, a Fund expects to provide limited partners all statements, reports, notices, updates, requests and any other communications required under the Governing Documents or under any side letter in electronic form, such as e-mail or posting on the Firm’s web-based reporting site or other internet service, in lieu of or in addition to sending such communications as hard copies via mail. These systems are subject to a number of different threats or risks that could adversely affect a Fund and the limited partners, despite the efforts of the Firm, a Fund’s portfolio investments and any of their respective service providers to adopt technologies, processes and practices intended to mitigate these risks and protect the security of their computer systems, software, networks, email and other technology assets, as well as the confidentiality, integrity and availability of information belonging to a Fund and the limited partners. Cyber incidents refer to both intentional attacks and unintentional events including: processing errors, human errors, technical errors including computer glitches and system malfunctions, inadequate or failed internal or external processes, market-wide technical-related disruptions, unauthorized access to digital systems (through “hacking” or malicious software coding), computer viruses, and cyber-attacks which shut down, disable, slow or otherwise disrupt operations, business processes or website access or functionality (including denial of service attacks). For example, unauthorized third parties may attempt to improperly access, modify, disrupt the operations of or prevent access to the systems of the Firm, a Fund’s portfolio investments, or any of their respective service providers or counterparties or data within those systems without the knowledge of system users. Third parties may also attempt to fraudulently induce employees, customers, third-party service providers or other users of the Firm’s, a Fund’s portfolio investments’ or any of their respective service providers’ systems to disclose sensitive information in order to gain access to their data or that of the Fund’s limited partners. A successful penetration or circumvention of the security of

the Firm’s, a Fund’s or any of their respective service providers’ systems could result in the loss or theft of a limited partner’s data or funds, the inability to access electronic systems, disruption of its business, impersonation of the Firm or its personnel, loss or theft of proprietary information or corporate data, physical damage to a computer or network system or costs associated with system repairs. Such incidents could cause a Fund, the Firm, the portfolio investments or any of their respective service providers to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective measures, liability to clients or third parties, regulatory intervention or financial loss. A Fund and the Firm make no assurances, representations or warranties in relation to these matters, and have not obtained representations or warranties in relation to these matters from all of their respective service providers. In addition, the Firm, a Fund’s subsidiaries and each of their respective affiliates reserve the right to intercept, monitor and retain email messages to and from its systems as not prohibited by applicable law. Substantial costs may be incurred in order to prevent any cyber incidents in the future. While a Fund’s respective service providers have established business continuity plans in the event of, and risk management systems to prevent, such cyber incidents, there are inherent limitations in such plans and systems including the possibility that certain risks have not been identified. Furthermore, a Fund and JLL cannot control the cybersecurity plans and systems put in place by its service providers or any other third parties whose operations may affect a Fund. It is possible a third party with access to JLL data will experience a data loss and fail to notify the Firm within Regulation S-P’s required 72 hour notification provision, thereby causing risk to JLL. Service providers of the Firm, the Funds and/or their respective affiliates are subject to the same electronic information security threats as JLL, the Funds and/or their respective affiliates. If a service provider fails to adopt or adhere to adequate data security policies, or in the event of a breach of its network, information relating to the transactions of a Fund and personally identifiable information of the limited partners may be lost or improperly accessed, used or disclosed. In such event, and despite JLL’s best efforts to oversee such service providers, it is possible a service provider with access to sensitive limited partner information will fail to comply with Regulation S-P’s 72 hour notification provision. In such circumstances, despite JLL’s due diligence and monitoring of service providers, it is possible that JLL will not be notified of an applicable breach and therefore will fail to notify affected limited partners of a breach of sensitive customer information. Effects of Health Crises and Other Catastrophic Events Health crises, such as pandemic and epidemic diseases, as well as other catastrophes that interrupt the expected course of events, such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events and the public response to or fear of such diseases or events, have and may in the future have an adverse effect on clients' investments and the Firm’s operations. For example, any preventative or protective actions that governments may take in respect of such diseases or events may result in periods of business disruption, inability to obtain raw materials, supplies and component parts and reduced or disrupted operations for client portfolio companies. In addition, under such circumstances the operations, including functions such as trading and valuation, of the Firm and other service providers could be reduced, delayed, suspended or otherwise disrupted. Further, the occurrence and pendency of such diseases

or events could adversely affect the economies and financial markets either in specific countries or worldwide. Banking Risks Rising interest rates, various bank failures and volatile markets contribute to potential instability in the banking sector, raising a variety of risks for investors. While the Firm reviews key third party services providers and counterparties, situations involved in any given banking relationship or transaction may not allow for the risks to be eliminated when they arise. As of the date of this filing, we have no direct impact from the current bank failures. Advisory Committee Each main Fund has established an advisory committee, which has been granted the authority to provide certain approvals and consents pursuant to the Governing Documents. A General Partner may in certain situations choose to seek the approval of the members of an advisory committee with respect to potential conflict of interest situations and advisory committee approval may be required to resolve certain conflicts and other matters. Any such approval by an advisory committee will be binding upon a Fund and all the limited partners. JLL may also consult with an advisory committee and/or seek advisory committee approval regarding matters that are not specifically contemplated in the Governing Documents. In each of those situations, the views expressed by an advisory committee with respect to such matters (or the lack of objections thereto) will represent the decision of a Fund and will be binding on the limited partners. When advisory committee approval is sought, JLL will have discretion to determine whether to seek the consent of (a) an advisory committee or (b) the limited partners, and the limited partners will not be involved in determining which type of consent will be utilized for each decision. Any vote by the limited partners constituting advisory committee approval will require a majority in interest of the limited partners (other than related partners of the relevant General Partner). Any advisory committee approval will be binding upon a Fund and the limited partners. In addition, if advisory committee approval is obtained or JLL acts pursuant to standards or procedures approved by an advisory committee approval with respect to such conflict of interest or other matter, then none of the a General Partner, the Firm or any of their affiliates will have any liability to a Fund or any limited partner for actions in respect of such matter taken in good faith by them, including actions in the pursuit of their own interests. Although an advisory committee is intended to act as the representative of the limited partners, the advisory committees may not have the same interests as all investors and are permitted to act in their own interests and not the interests of the limited partners as a whole. Advisory committee members may receive information regarding the proposed investment activities of a Fund that is not generally available to the public or other limited partners. There will be no obligation on the part of any advisory committee member to make available for use by a Fund any information or strategies known to or developed by it and, in certain cases, they may be prohibited from doing so. Furthermore, an advisory committee cannot be expected to be experts in all relevant aspects of private investments, and certain of its determinations may, in fact, adversely affect the performance of a Fund. Subject to the provisions of any side letter entered into with any limited partner appointing a member of an advisory committee, the name of each advisory committee

member and the limited partner such advisory committee member represents may be disclosed by JLL in its discretion to any limited partner. Side Letters A Fund and/or its General Partner may enter into a side letter or other similar agreement with a particular limited partner with respect to a Fund without the approval or vote of any other limited partner, which would have the effect of establishing rights under, altering or supplementing the terms of the Governing Documents with respect to such limited partner in a manner more favorable to such limited partner than those applicable to other limited partners. Any rights established, or any terms of the Governing Documents altered or supplemented in a side letter or other similar agreement with a limited partner will govern solely with respect to such limited partner notwithstanding any other provision of the Governing Documents. Such rights or terms in any such side letter or other similar agreement may include, without limitation: (i) excuse rights applicable to particular investments (which may increase the percentage interest of other limited partners in, and contribution obligations of other limited partners with respect to, such investments); (ii) reporting obligations of a General Partner; (iii) waiver of certain confidentiality obligations; (iv) consent of a General Partner to certain transfers by such limited partner; (v) rights or terms necessary in light of particular legal, tax, regulatory or public policy characteristics of a limited partner (including withdrawal rights in respect of political contribution, gift and other similar policies or restrictions established by investors affiliated with a government entity or agency); or (vi) rights or benefits that relate to the amount (including the relevant percentage) of the payment or distributions in respect of any Management Fees or Carried Interest. Notwithstanding anything to the contrary herein, “Most Favored Nations” rights granted pursuant to the Governing Documents will not apply to certain rights and benefits, including any right or benefit that relates to the amount (including the relevant percentage) of the payment or distributions in respect of any Management Fees or Carried Interest, unless such other limited partner (or investor) has an aggregate capital commitment equal to or greater than the aggregate capital commitment of, and satisfies all other conditions and qualifications applicable to (including any condition related to the date on which such limited partner is admitted to a Fund), the limited partner (or investor) who has entered into the applicable side letter with a General Partner. The other limited partners will have no recourse against a Fund or any of its respective affiliates in the event that certain limited partners receive additional or different rights or terms as a result of such side letters or such broader agreements. A Fund will generally bear the expenses of administering side letters and other limited partner specific requests. Financial and Tax Situation The results of a Fund’s activities may affect individual limited partners differently, depending upon their individual financial and tax situations because, for instance, of the timing of a cash distribution or of an event of realization of gain or loss and its characterization as short- or longterm gain or loss. JLL will endeavor to make decisions in the best interest of the Fund as a whole, but there can be no assurance that a result will not be more advantageous to some limited partners compared to other limited partners, or to a General Partner compared to any particular limited partner.

Each prospective investor should be aware that tax laws and regulations are changing on an ongoing basis, and such laws and regulations may be changed with retroactive effect and may directly or indirectly subject a Fund and/or the limited partners to increased tax liabilities or have other adverse effects, including requiring limited partners to provide certain additional information to a Fund. Moreover, the interpretation and application of tax laws and regulations by certain tax authorities may not be clear, consistent or transparent. Uncertainty in the tax law may require the accrual of potential tax liabilities even in situations where a Fund or the limited partners do not expect to be ultimately subject to such tax liabilities. Moreover, accounting standards or related tax reporting obligations may change, giving rise to additional accruals or other obligations. Conflicts of Interest The material conflicts of interest that a Fund encounters include those discussed below and elsewhere in this Brochure. The following summary is not intended to be an exhaustive list of all conflicts or their potential consequences. Identifying potential conflicts of interest is complex and fact intensive and it is not possible to foresee every conflict of interest that will arise during a Fund’s life. Limited partners should be aware that JLL, its personnel and its affiliates will likely in the future engage in further activities that can result in additional conflicts of interest not addressed below. In particular, JLL expects in the future to identify additional conflicts of interest that currently are not apparent to the Firm or to the broader alternative investments industry, as well as conflicts of interest that arise or increase in materiality as the Firm develops new investment platforms or business lines and otherwise adapts to dynamic markets and an evolving regulatory environment. There can be no assurance that JLL will identify or resolve all conflicts of interest and, if resolved, that such conflicts will be resolved in a manner that is favorable to the Funds. Allocation of Investment Opportunities JLL and its affiliates provide, and will in the future provide, investment advice and perform related services for other entities which are similar to the advice to be provided and services to be performed by to the current Funds. In addition, JLL and its affiliates carry on investment activities for their own account. As such, certain conflicts could arise in the allocation of investment opportunities and in connection with the acquisition and/or disposition of investments by a Fund. Until the expiration of the investment period, each prospective investment opportunity (other than investments that an affiliate of JLL holds, or has entered into a prior written commitment in respect of, prior to the preliminary closing, obligations of affiliates of JLL to present investment opportunities to the existing Funds, investments that cannot be made as a result of any provision of the Governing Documents, any investment by a portfolio investment of a Fund or any existing fund and any investment by or strategic relationship involving the Firm or one of its affiliates in the financial services business that may enhance or extend the business of the Firm and that the Firm determines in good faith is otherwise not of a type that is appropriate for a Fund) that is presented to JLL and that JLL believes in good faith is suitable and appropriate for a Fund and consistent with a Fund’s investment objectives will be offered to a Fund to the extent that a Fund has available remaining capital commitments (net of reserves) sufficient to enable a Fund to effectively participate in such investment opportunity. Notwithstanding the immediately preceding sentence (a) any follow on investment opportunity related to an investment of a Fund will be

offered first to such Fund, and (b) with the consent of an advisory committee, a Fund may coinvest with another Fund and/or a successor Fund in any investment opportunity and JLL may allocate such portion of such investment opportunity to such existing Fund or successor Fund as it determines to be appropriate. As a result of such exceptions, opportunities sourced by JLL that would otherwise be suitable for a Fund may not be available to a Fund or a Fund may receive a smaller allocation of such opportunities than would otherwise have been the case. Allocation to Co-Investors JLL is generally permitted but is not obligated to provide the opportunity to co-invest with a Fund in its investments directly or indirectly to (a) limited partners, (b) third parties, (c) employees and affiliates of the Firm and (d) other persons who can potentially add value to a Fund’s activities by virtue of their association with a Fund and/or certain portfolio investments. Any co-investment may, if JLL so requires, be made through one or more Co-Investment Funds. In determining to offer any co-investment opportunity in a specific investment, JLL will generally first determine the appropriate allocation to a Fund taking account of the relevant circumstances (which will, in some cases, as determined by JLL in its discretion, be less than the maximum concentration permitted under the Governing Documents) before allocating any portion of such investment to one or more co-investors. Decisions whether and to whom to offer co-investment opportunities are made at the sole discretion of JLL and, if available, are expected to be offered to some and not other limited partners, with allocations that will differ from their proportionate investments in a Fund, and may, among other factors, reflect JLL’s assessment of a limited partner’s ability to both fund and execute such co-investment. The allocation of co-investment opportunities may give rise to certain conflicts of interest, including that JLL may allocate co-investment opportunities in a manner that benefits JLL (including willingness to pay fees and carried interest or encouraging an expanding relationship with JLL). In light of the foregoing, no limited partner should have any expectation of receiving co-investment opportunities. There can be no assurance that any coinvestment opportunity will be made available in connection with a Fund. In certain cases, determinations to allocate such amounts or investment opportunities to vendors or service providers will be made prior to the determination of the availability of opportunity for other coinvestors, and as such generally will decrease the amount of co-investment opportunities available. Co-investors will typically bear their pro rata share of fees, costs and expenses related to the discovery, investigation, development, acquisition or consummation, ownership, maintenance, monitoring, hedging and disposition of their co-investments and may be required to pay their pro rata share of fees, costs and expenses related to potential investments that are not consummated, such as reverse breakup fees or broken deal expenses. Although the Firm will endeavor to allocate such fees, costs and expenses on a fair and equitable basis under the circumstances, there can be no assurance that such fees, costs and expenses will in all cases be allocated appropriately. In addition, co-investors may not agree to pay or otherwise bear fees, costs and expenses related to unconsummated co-investments (and in certain circumstances, co-investors may not bear such fees, costs and expenses because they have not been identified as of the time such potential investment ceases to be pursued). In such event, such fees, costs and expenses are expected to be considered operating expenses of and be borne by a Fund.

Co-investors may pay JLL or its affiliate management fees, administrative fees, one-time funding, acquisition or co-investment fees and/or carried interest in respect of co-investments. In the event that JLL or its affiliate receives carried interest from a Co-Investment Fund that makes an investment alongside an investment of a Fund and the limited partners do not receive adequate distributions from a Fund equal to the limited partners’ aggregate capital contributions made to fund the acquisition of all of a Fund’s investments, the after tax amount of such carried interest (determined in accordance with the Governing Documents (up to the amount of such deficit)) will be for the benefit of the limited partners. JLL or its affiliates may be entitled to receive transaction or other fees with respect to the portion of an investment made by co-investors. Because the Firm is not necessarily required to offset Management Fees for such fees received with respect to such co-investment, JLL would economically benefit from such fees and it may incentivize the Firm to allocate a greater portion of the investment to co-investors than it would otherwise make in the absence of such an arrangement. Facilitation of Co-Investments A Fund may provide interim debt or equity financing for the purpose of bridging a potential coinvestment (but only to the extent that the Fund would have been permitted to make such investment). In order to potentially make available or otherwise facilitate a co-investment, a Fund may use its credit facility to consummate, guarantee or issue letters of credit to support the portion of the investment made (or to be made) by co-investors. In those circumstances, such co-investors would be expected to enter into an agreement to bear their pro rata share of fees, costs and expenses (including accrued interest) associated therewith and repay any amounts that come due and payable under such credit facility, guarantee or letter of credit issued for their benefit. However, there can be no assurance that any such co-investor will enter into such an agreement or not default on its obligations to repay such amounts, in which case, such amounts may be borne by a Fund. Strategic Advisors JLL utilizes Strategic Advisors, who are not employees of the Firm, to provide services to the Funds and certain portfolio investments, including helping to identify prospective portfolio investments, develop industry and management insights or act as directors or consultants of portfolio investments. Strategic Advisors may from time to time invest directly or indirectly alongside a Fund in one or more portfolio investments. In addition, Strategic Advisors may receive stock options or other equity and/or management, director, consulting, advisory and other similar fees and compensation from portfolio companies as well as receive compensation and expense reimbursement from a Fund, which will be treated as fund expenses. Such compensation or reimbursement received by an individual in his or her capacity as a Strategic Advisor will not be considered transaction fees or directors’ fees and will not offset the Management Fee. Operations Group In connection with Funds commencing in 2024 and thereafter, JLL expects that the Operations Group will perform certain support services that were or could have previously been undertaken

by a portfolio investment’s management team or otherwise be outsourced to third parties, including services performed by Strategic Advisors (e.g., identifying prospective portfolio investments, developing industry and management insights and acting as directors or consultants of portfolio investments), as well as talent management, debt capital markets functions, legal and compliance services, or information technology services and innovation in respect of a Fund, its portfolio investments or its prospective portfolio investments. Operations Group members are full-time employees of JLL, participate in the JLL commitment, receive Carried Interest across all of JLL’s transactions, and are heavily integrated into diligence processes, portfolio company operations, and management team oversight. Historically, certain of these support services were performed by JLL (without being charged to the applicable Fund or its investments) or its third-party servicers, brokers or other third-party vendors. JLL believes that providing these support services internally results in increased focus and attention that may not be available from a third party and helps to align interests and offer customized services to a degree that may not be possible with a third-party provider. Additionally, the Operations Group allows JLL investment professionals to improve their efficiency and to focus their efforts on tasks that have a greater impact on creating value within a Fund’s portfolio. While JLL believes that the cost of such support services being borne by relevant Funds are reasonable, the extensive and specialized nature of the services may result in such costs not being comparable to those charged for similar services (to the extent available) by other third parties. JLL will be under no obligation to evaluate alternative providers or to compare pricing for these support services. While JLL believes that the Operations Group enhances the services JLL can offer to applicable Funds and their portfolio investments in a cost-efficient manner, due to a variety of factors, the use of the Operations Group may result in limited cost savings, no cost savings, or an increase in costs, in which case Fund performance or portfolio investment performance may be only marginally improved or may be negatively affected, as applicable. There can be no assurance that a more qualified and/or lower cost alternative could not be obtained. In addition, the relationship presents conflicts of interest as JLL will set the compensation for the Operations Group and will determine other significant expenditures that will affect the expense reimbursement provided by applicable Funds and their portfolio investments. As further described in “Allocation of Costs of Operations Group” below, a portion of the total compensation of the Operations Group (salary, bonus, benefits, expense reimbursement or other compensation) is expected to be borne by applicable Funds and Fund expenses or its portfolio investments directly or indirectly through reimbursement of JLL. Such compensation will not be considered transaction fees or directors’ fees and will not offset the Management Fee. Allocation of Costs of the Operations Group JLL will allocate the costs of the Operations Group to a Fund on a basis it considers to be fair and equitable under the circumstances, considering such factors as it deems relevant, but in its sole discretion. As further described in JLL’s internal expense policy, JLL expects that (a) during the investment period, a Fund will bear its share of the costs and expenses of the Operations Group based on its aggregate capital commitments (or during the fundraising period, its targeted capital commitments) over the sum of the actively invested capital of all existing Funds plus the aggregate

capital commitments (or targeted capital commitments, as applicable) and (b) following the investment period, a Fund will bear its share of the costs and expenses of the Operations Group based on its actively invested capital over the sum of the actively invested capital of applicable Funds plus, to the extent any successor fund is in its investment period, the aggregate capital commitments (or targeted capital commitments) of such successor fund. As such, during the investment period, a Fund is expected to bear a larger portion of such costs and expenses. Notwithstanding the foregoing, JLL reserves the right to allocate certain costs and expenses of the Operations Group on any other basis it considers to be fair and equitable and may, in certain circumstances and determine to adjust such allocation methodology or allocate such costs. The methodology utilized to allocate the costs of the Operations Group is further described in JLL’s internal expense policy, which is reviewed periodically by JLL and is subject to change. At all times, JLL will endeavor to make these determinations fairly and reasonably. However, there can be no assurance that any determination will accurately reflect the actual value of the services received by the Funds or their portfolio investments in any particular situation, that JLL’s own interests will not influence its determinations, or that a different methodology would not have also been fair and reasonable and that such other methodology would not yield a different result. Determining an allocable share of costs inherently requires the judgment of JLL and there can be no assurance that a Fund will not bear a disproportionate amount of any costs. Shared Resources In certain circumstances, in order to create efficiencies and optimize performance, one or more investments, portfolio companies or properties of a Fund may determine to share the operational, legal, financial, back-office or other resources of another investment, portfolio company or property of a Fund or an investment, portfolio company or property of JLL or another vehicle or account managed by JLL. In connection therewith, the costs and expenses related to such services will be allocated among the relevant entities on a basis that JLL determines in good faith is fair and equitable (but which will be inherently subjective). In addition, it is possible that a portfolio investment may be in the business of providing services that are, or could be, utilized by another Fund investment, portfolio company or property. In this situation, the Firm may determine that one or more investments use the other portfolio company’s services, even where these services were previously provided to a portfolio company from a third party. These types of arrangements will not require the consent of limited partners or an advisory committee. Determining an allocable share of costs inherently requires the judgment of JLL and there can be no assurance that a Fund will not bear a disproportionate amount of any costs. Portfolio Company Relationships A Fund’s portfolio companies may be counterparties or participants in agreements, transactions or other arrangements with portfolio companies of other vehicles or accounts affiliated with JLL that, although JLL determines to be consistent with the requirements of such vehicles’ or accounts’ Governing Documents, may not have otherwise been entered into but for the affiliation with JLL, and which may involve fees and/or servicing payments to entities that are not subject to the Management Fee offset provisions described herein. For example, JLL may, like other private equity firms, in the future cause one or more of the Fund’s portfolio companies to enter into

agreements regarding group procurement, benefits management, and other similar operational initiatives that may result in commissions or similar payments related to a portion of the savings achieved by the portfolio company. In addition, portfolio companies of other JLL investment funds may do business with, support, or have other relationships with competitors of a Fund’s portfolio companies, and in that regard prospective limited partners should not assume that a company related to or otherwise affiliated with JLL will only take actions that are beneficial to or not opposed to the interests of a Fund and its portfolio companies. Moreover, there may be conflicts of interest between a portfolio company of a Fund and a portfolio company of another JLL investment vehicle. For example, a portfolio company of another JLL investment vehicle may be a competitor, customer, service provider or supplier of a portfolio company of the Fund. In such circumstances, such other JLL investment vehicle or portfolio company thereof may take actions that have adverse consequences for a Fund or such portfolio company of a Fund, such as seeking to increase its market share at the detriment of such portfolio company of a Fund, withdrawing business from such portfolio company of a Fund in favor of a competitor that offers the same product or service at a more competitive price, increasing prices of its products in its capacity as a supplier of such portfolio company of a Fund or commencing litigation against such portfolio company of a Fund. In addition, in such circumstances, JLL may not pursue certain actions on behalf of a Fund, which could result in a benefit to a JLL investment vehicle other than a Fund, or vice versa. Line of Credit Utilization Use of leverage arrangements may provide JLL with an incentive to fund investments or otherwise utilize borrowings in lieu of capital contributions. For example, calculations of net IRRs in respect of performance data included and/or referred to in the Governing Documents, and with respect to a Fund as reported to the limited partners from time to time, are based on the timing of payments of capital contributions by and distributions to the limited partners. In instances where a Fund utilizes borrowings under a Fund’s subscription-based credit facility or asset-backed facility (or other facility), use of such facility may result in a higher reported net IRR than if the facility had not been utilized because such borrowings were used in lieu of capital contributions or in advance of related capital contributions that would only be made at a later date. JLL may make distributions prior to the repayment of outstanding borrowings. In addition, in the event a Fund incurs such indebtedness, the preferred return accruing in respect of limited partners will be less than otherwise would have been the case in the absence of such indebtedness. Further, it is expected that interest will accrue on any such outstanding borrowings at a lower rate than any internal rate of return, which will begin accruing when capital contributions to fund such investments, or capital contributions to repay borrowings used to fund such investments, are actually made to a Fund. As a result, JLL (or an affiliate thereof) may be entitled (a) to receive Carried Interest distributions earlier than it otherwise would have and (b) in certain circumstances, to receive more Carried Interest distributions than it otherwise would have, in each case had the Fund not incurred such indebtedness and, instead, had required the limited partners to make additional capital contributions. Furthermore, the use of leverage by a Fund may create UBTI for tax-exempt limited partners.

Certain limited partners may benefit from borrowing by a Fund even though such limited partners are not providing the same level of credit support for such borrowing as other limited partners. This may occur, for instance, where a limited partner is prohibited from pledging its capital commitments to support a credit facility or where regulatory or tax considerations prohibit such a pledge or make it undesirable. In addition, lenders typically apply different “advance rates” to the capital commitments of different types of limited partners, with the result that the capital commitments of certain limited partners are more useful to a Fund as collateral for a Fund’s subscription-based credit facility than the capital commitments of other limited partners. Determinations of Value The fair value of the investments or of property received in exchange for any investment will be calculated by JLL in good faith in accordance with guidelines prepared in accordance with U.S. generally accepted accounting principles and reviewed by a Fund’s independent accountants. There generally will be no established market for these assets. As a result, valuations are subject to determinations, judgments, projections and opinions, and other third parties or investors may disagree with such valuations. Accordingly, the carrying value of an investment may not reflect the price at which the investment could be sold in the market, and the difference between the carrying value and the ultimate sales price could be material. Additionally, under certain limited circumstances set forth in the Governing Documents, distributions in kind of investments for which market quotations are not readily available may be made. The valuation of such investments will be determined by JLL in accordance with the Governing Documents. The valuation of investments may affect a General Partner’s entitlement to Carried Interest distributions, the Firm’s entitlement to Management Fees, and/or the ability of JLL to raise a successor fund. As a result, although such valuations will be determined in accordance with JLL’s valuation policies (and the valuation methodology described in the Governing Documents), there may be circumstances where JLL is incentivized to determine valuations that may be higher than the actual fair value of a Fund’s portfolio investments. Conflicts with Issuers of Investments JLL expects that certain of its members, officers and employees will serve as directors and officers of certain portfolio investments and, in that capacity, will be required to make decisions that consider the best interests of such portfolio investments and their respective shareholders or other stakeholders. In certain circumstances, for example in situations involving bankruptcy or nearinsolvency of a portfolio investment, actions that may be in the best interest of the portfolio investment may not be in the best interests of a Fund and vice versa. Accordingly, in these situations, there will be conflicts of interest between such individual’s duties as a member, officer or employee of JLL and such individual’s duties as a director or officer of the portfolio investments. Resolution of Conflicts Generally In the event that any matter arises that JLL determines in its good faith judgment to constitute an actual conflict of interest between a Fund, on the one hand, and JLL or any existing or future JLL vehicle or account or fund, on the other hand, JLL may, subject to internal JLL policies and the

Governing Documents, take such actions as it deems necessary or appropriate, including such actions as described in the Governing Documents, taking into consideration the interests of the relevant parties, the circumstances giving rise to the conflict and applicable law. JLL’s internal policies and protocols may be amended from time to time by JLL in its discretion without notice to or the consent of limited partners or any other person. See also “Advisory Committee” below. Advisory Committee A General Partner may in certain situations choose to seek the approval of an advisory committee with respect to potential conflict of interest situations and matters that are required to be approved by a Fund under the Advisers Act, and advisory committee approval will be required to resolve certain conflicts and other matters. Any such approval by an advisory committee will be binding upon a Fund and the limited partners. In addition, if an advisory committee gives such approval or JLL acts pursuant to standards or procedures approved by an advisory committee with respect to such conflict of interest or other matter, then none of JLL or any of their affiliates will have any liability to a Fund or any limited partner for actions in respect of such matter, including actions in the pursuit of their own interests. Advisory committee members may have direct or indirect interests in the activities of JLL or in portfolio investments and instruments similar to those in which a Fund seeks to invest. An advisory committee member is under no obligation to act in the best interests of a Fund as a whole and may choose to act only in the best interests of the limited partner with which such member of the advisory committee is affiliated. This may result in potential conflicts of interest. In addition, advisory committee members may receive information regarding the proposed investment activities of a Fund that is not generally available to the public or other limited partners. There will be no obligation on the part of any advisory committee member to make available for use by a Fund any information or strategies known to or developed by it and, in certain cases, they may be prohibited from doing so. Furthermore, advisory committee members cannot be expected to be experts in investments in private equity and certain of an advisory committee’s determinations may, in fact, adversely affect the performance of a Fund. With respect to any matter for which JLL is entitled or obligated to seek waiver or consent from an advisory committee, JLL may, to the fullest extent permitted under applicable law, instead seek the consent of a majority in interest of the limited partners unless the matter that is the subject of such waiver or consent requires a higher threshold vote in accordance with the terms of the Governing Documents, in which case JLL may seek such higher threshold vote of limited partners.

The total costs incurred are split evenly across the three participants. Further, JLL receives a portion of management fees from Pegasus WSJLL Fund L.P., a continuation fund managed by Water Street. Water Street manages this fund and is its general partner; the vehicle is not a client of JLL and is recorded on Water Street’s Form ADV and excluded from JLL’s. Also as described above in Item 4, JLL is affiliated with the Funds’ General which are subject to the Advisers Act pursuant to JLL’s registration. These General Partners together with JLL operate as a single advisory business and serve as the General Partner, affiliate or managing members of private investment funds and other pooled vehicles and share common owners, officers, consultants, Strategic Advisors, Operations Group members or persons occupying similar positions. These General Partners do not have employees of their own.

In addition, whenever necessary, conflicts of interest are also identified, reviewed and resolved by the senior management of the Firm. All of the Firm’s employees have a duty to report any material potential or actual conflicts of interest to the Firm’s Chief Compliance Officer, who review and resolve all material conflicts of interest. The Firm has adopted a Code of Ethics policy for its employees. The Policy describes employees’ standard of conduct and fiduciary duties and limits personal trading by its employees and their immediate family/household members in a wide range of securities, including common and preferred stock, debt instruments, securities that are convertible or exchangeable for equity or debt securities, and derivative instruments. Employees must report accounts that they or their

immediate family member maintain that hold securities covered by the policy and, if they directly or indirectly influence or control trading in the account, they must, with limited exceptions, preclear covered securities transactions and link their brokerage accounts to the Firm’s compliance software or have copies of trade confirmations and periodic account statements sent by their broker to the compliance department, in each case in order for the compliance department to monitor employee trading activity. Trading by employees and their immediate family/household members is prohibited in securities on restricted lists and confidential watch lists, and additional steps are taken to ensure that employees and their immediate family/household members do not purchase or sell securities that may create a conflict of interest with the Funds. Employees are required to certify their compliance with the Code of Ethics upon hire and on an annual basis. Employees who violate the Code of Ethics may be subject to remedial actions, including, but not limited to, censure, fines, suspension or dismissal. Employees are also required to promptly report any violations of the Code of Ethics of which they become aware. The principals and employees of JLL will occasionally carry on investment activities for their own account and for family members, and in connection therewith, can potentially give advice and recommend securities which differs from advice given to, or securities recommended or bought for, the Funds, even if their investment objectives are the same or similar. In addition, consistent with the Governing Documents, principals and employees are permitted to buy securities in transactions offered to, but rejected by, the Funds or that are outside the investment mandate of the Funds. All such employee private investments are subject to pre-approval and/or review by the Chief Compliance Officer. A copy of the Code of Ethics is available upon request to JLL’s Compliance Department at the address or telephone number listed on the cover page of this Brochure. Participation or Interest in Client Transactions Certain JLL employees and their family members have invested in the Funds either through the General Partner and/or as Fund limited partners. As mentioned in Item 5 and Item 6, above, JLL generally reduces all or a portion of the Management Fee and Carried Interest related to investments held by such persons. JLL does not believe this arrangement presents any material conflict of interest since the General Partners’ interests are aligned with the interests of limited partners in the Funds. Section 206(3) of the Advisers Act generally prohibits investment advisers from engaging in principal, cross and agency cross transactions without the appropriate disclosure and consent. JLL will only enter into a principal, cross or agency cross transaction with the appropriate disclosure and consent. Principal transactions are generally defined as transactions where an adviser, acting as principal for its own account, knowingly buys from or sells a security to an advisory client. This applies to any affiliates or controlling persons of the adviser (i.e., an owner, employee or affiliate of the adviser, such as a General Partner). Cross trades between funds can also be deemed to be principal transactions if the adviser (and/or its affiliates, owners or controlling persons) own, in the

aggregate, 25% or more of either fund. In the context of JLL’s business, a principal transaction would most likely refer to the practice of warehousing an investment for the formation of a future fund. Cross transactions occur when an adviser or an affiliate arranges a transaction (i.e., acts as broker) between two or more funds or accounts that are managed by that same adviser or an affiliate. An adviser is not “acting as a broker” if the adviser receives no compensation (other than the advisory fee earned in the ordinary course of managing the assets) for effecting the transaction and therefore is not considered to be conducting a cross transaction under Section 206(3) of the Advisers Act. In the context of JLL’s business, a cross transaction would occur when selling a portfolio company, investment or other asset from one Fund to another. Agency cross transactions occur when an adviser is dually registered as a broker-dealer or has an affiliated broker-dealer, which is not appliable to JLL. Any of these transactions create conflicts of interest because, by not exposing such transactions to market forces, it is possible a Fund will not receive the best price otherwise possible, or JLL might have an incentive to improve the performance of one Fund by selling underperforming assets to another Fund in order, for example, to earn fees. These conflicts are heightened to the extent the relevant securities are illiquid or do not have a readily ascertainable value, and there generally can be no assurance that the price at which such transactions are entered into represent what would ultimately be the underlying investment’s fair value. In the event JLL were to recommend a principal transaction or cross transaction, it would only be after: (i) the Firm has determined the transaction to be in the best interest of participating clients; (ii) the transaction is permitted by the relevant Governing Documents; (iii) proper disclosure is given to the relevant General Partner, advisory committee or limited partners, as appropriate; (iv) consent is obtained from the appropriate parties; and (v) the Firm ensures that best execution is achieved for the transaction.

Best execution is a qualitative assessment that takes into account the full range and quality of a broker-dealer or investment banker’s services and is satisfied by obtaining the most advantageous overall terms for the Fund(s) when weighing all factors relevant to the transaction. Best execution is therefore not necessarily determined by lowest possible commission rates. Whether for private or public securities transactions, JLL selects a broker-dealer or investment banker based on JLL’s judgment regarding a variety of factors, including but not limited to: JLL’s prior experience in working with the broker-dealer or investment banker; the broker-dealer or

investment banker’s execution capability, financial responsibility, reputation and expertise within the industry; the broker-dealer or investment banker’s responsiveness to the Firm; the brokerdealer or investment banker’s expertise in dealing with investments that are restrictive or illiquid in nature; the type and size of the transaction involved; the value of any research services providers; and the commission rates, among other factors. Although JLL generally seeks competitive commission rates, it will not necessarily pay the lowest commission or commission equivalent, especially in private securities transactions that rely heavily on the specialty services or experience of a broker-dealer or investment banker that operate outside of a competitive bidding environment. Transactions that involve such specialized services on the part of the broker-dealer or investment banker can thereby entail higher commissions, or their equivalents, than would be the case with other transactions requiring more routine services. JLL does not receive research or other soft dollar benefits in connection with securities transactions for the Funds, does not receive limited partner referrals in connection with selecting or recommending broker-dealers for the Funds and does not engage in directed brokerage. In the event JLL were to aggregate the purchase or sale of securities for client accounts, it would do so on a pro rata basis.

Investors in the Funds also receive regular reporting updates through quarterly letters, investor meetings and other materials provided on the secure investor intranet. The Funds also provide detailed capital call and distribution statements and hold an annual meeting or call for the limited partners as well. Additionally, not all limited partners conduct due diligence or monitor their investments in vehicles such as the Funds in the same manner. For example, in the course of conducting due diligence, limited partners periodically request information pertaining to JLL’s investments and track record. JLL responds to these requests, and in answering such requests, provides information that is not always made available to other limited partners who have not requested such information. As it pertains to existing limited partners, upon request or pursuant to contractual obligations, such as representation on a Fund advisory committee or through a negotiated side letter or similar agreement, certain limited partners receive additional information and reporting that other limited partners do not receive. As a result, certain limited partners will have more

information about a Fund than other limited partners (and it is possible such limited partners will take action upon such information). Where limited partners are co-investors in a portfolio company, they are likely to receive more detailed information concerning that portfolio company than other limited partners that are not co-investors.

These types of fee arrangements present potential conflicts of interest and provide JLL with an incentive to recommend investments based on compensation received rather than the best interests of the Funds. To help mitigate this potential conflict of interest, an allocable portion of such benefits received by JLL or its employees (but not Operations Group members) in connection with the provision of such services are offset against Management Fees payable by the Funds, to the extent described above in Item 5 and as detailed in each Fund’s Governing Documents. The receipt of such fees and any conflicts of interest associated therewith are detailed in each Fund’s Governing Documents and are described in this Brochure, in each case as presented to limited partners prior to investment in a Fund. Other than as described above, JLL does not receive any monetary compensation or any other economic benefit from a non-client for the provision of investment advisory services to a client. When raising capital for a new Fund, JLL typically engages the services of a placement agent for the sale of Fund units. Placement agent fees are payable by the Funds and offset dollar-for-dollar against the Management Fee, although related expenses incurred pursuant to the relevant placement agent or similar agreement, including but not limited to placement agent travel, meal and entertainment expenses, typically are borne by the relevant Fund as part of its organizational expenses. This arrangement presents a conflict of interest in that the placement agent receives direct and/or indirect compensation as a result of their endorsement of JLL, which incentivizes the placement agent and its associated persons to recommend an investment with a Fund.

75 days after the end of each fiscal year. In addition, upon the final liquidation of any such Fund, the Firm will obtain a final audit and distribute audited financial statements prepared in accordance with GAAP with respect to such Fund to all investors promptly after completion of the audit. Limited partners are encouraged to carefully review such financial statements. JLL does not accept physical custody of Fund assets (other than certain privately offered securities to the extent permitted by the Advisers Act). Called capital is directly deposited or wired into the relevant Fund’s bank account maintained with a qualified custodian and public securities are held with broker-dealers or transfer agents who act as custodians for such securities. JLL receives monthly statements from each of its qualified custodians on behalf of the Funds. For more information about the Funds’ qualified custodians, please see Form ADV Part 1, Schedule D, Section 7.B.(1).

Generally, JLL’s only restrictions with respect to managing a Fund, such as, but not limited to, the type of securities in which a Fund invests, will be contained in the relevant Fund’s Governing Documents. However, a limited partner can seek to impose limitations on JLL’s authority through a side letter agreement, and the Firm and/or the relevant General Partner can choose to accept reasonable limitations or restrictions at its discretion. All limitations and restrictions placed upon JLL’s investment authority with respect to a limited partner’s investment must be presented to JLL and the relevant Fund’s General Partner in writing and agreed to by all applicable parties.

JLL has adopted proxy voting policies and procedures pursuant to Advisers Act Rule 206(4)-6. JLL’s proxy voting policy seeks to ensure that it votes proxies in the best interest of the Funds with a goal towards maximizing overall value. Pursuant to its policy, JLL will generally vote in

accordance with management’s recommendations unless JLL determines that voting in such a manner is in conflict with the best interests of the Fund’s limited partners. JLL generally believe its interests are aligned with those of the Funds’ limited partners through the principals’ beneficial ownership interests in the Funds. However, in the event that there is a conflict of interest in voting proxies, JLL’s proxy voting policy provides that the Firm can address the conflict using several alternatives, including by seeking the approval or concurrence of an advisory committee on the proposed proxy vote, or through other alternatives as set forth in JLL’s proxy voting policy. Limited partners in the Funds cannot direct how JLL votes proxies or shareholder consents, nor is JLL required to seek limited partner approval or direction when voting proxies or when giving consent on any matter requiring the consent of shareholders. Firm principals and affiliated or unaffiliated third parties appointed by JLL sit on the boards of portfolio companies and, as such, exercise authority with respect to various issues faced by the portfolio companies. JLL does not consider service on portfolio company boards by the aforementioned persons or their receipt of nominal board fees, if any, to create a material conflict of interest in voting proxies with respect to such companies. The General Partners intend to vote proxies or similar corporate actions in the best interests of the applicable Fund, taking into account such factors as they deem relevant in its sole discretion. JLL will provide a copy of its proxy voting policy to limited partners upon request to the Chief Compliance Officer at the information included on the cover of this Brochure. Limited partners can also obtain information from the Firm, free of charge, about how JLL voted any previous proxies, if any.