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Adviser Profile

As of Date 11/04/2024
Adviser Type - Large advisory firm
Number of Employees 6 20.00%
of those in investment advisory functions 3
Registration SEC, Approved, 7/5/2016
Other registrations (1)
AUM* 1,263,557,545 40.58%
of that, discretionary 1,263,557,545 40.58%
Private Fund GAV* 1,263,557,546 24.31%
Avg Account Size 252,711,509 40.58%
SMA’s No
Private Funds 5
Contact Info (64 xxxxxxx
Websites

Client Types

- Pooled investment vehicles

Advisory Activities

- Portfolio management for pooled investment vehicles

Compensation Arrangments

- A percentage of assets under your management
- Performance-based fees

Recent News

Reported AUM

Discretionary
Non-discretionary
899M 770M 642M 514M 385M 257M 128M
2016 2017 2018 2019 2020 2021 2022 2023

Private Funds



Employees

Private Funds Structure

Fund Type Count GAV
Fund TypeHedge Fund Count5 GAV$1,263,557,546

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Brochure Summary

Overview

A. FIRM DESCRIPTION Engine Capital Management, LP (“Engine” or the “Firm”) was organized as a Delaware limited liability company that was founded in 2013 and was subsequently converted to a Delaware limited partnership on February 13, 2018. Engine’s current business activities consist of providing investment advisory services to a group of privately offered, pooled investment vehicles that each make investments according to a value-oriented special situations investment strategy. Engine is owned by Arnaud Ajdler (99%) and by Engine Capital Management GP, LLC (1%). Engine is controlled by Engine Capital Management GP, LLC, as the Firm’s general partner, which is in turn controlled by Arnaud Ajdler as the Manager of Engine Capital Management GP, LLC. Marc Diagonale serves as the Firm’s Chief Financial Officer and Chief Compliance Officer. B. TYPES OF ADVISORY SERVICES Engine provides investment advisory services and serves as the discretionary investment manager of Engine Capital, L.P., a Delaware limited partnership (“Engine Capital”), Engine Capital Offshore Fund, Ltd., a British Virgin Islands business company (“Engine Offshore”), Engine Jet Capital, L.P., a Delaware limited partnership (“Engine Jet”), Engine Airflow Capital, L.P., a Delaware limited partnership (“Engine Airflow”), and Engine Lift Capital, LP, a Delaware limited partnership (“Engine Lift”) (each of Engine Capital, Engine Offshore, Engine Jet, Engine Airflow, and Engine Lift are referred to herein as a “Fund” and together, as the “Funds”). The Funds invest their assets in securities according to Engine’s proprietary, value-oriented special situations investment strategy. As the investment manager to the Funds, Engine is responsible for: (a) the formulation and implementation of the Funds’ investment strategy; (b) evaluating and monitoring investments made by the Funds; and, (c) making all investment decisions for the Funds. Engine Investments, LLC (“Engine Investments”), an affiliate of Engine, acts as the general partner of Engine Capital and Engine Jet. As general partner, Engine Investments is ultimately responsible for the management of Engine Capital and Engine Jet. Engine Investments II, LLC (“Engine Investments II”), an affiliate of Engine, acts as the general partner of Engine Airflow and Engine Lift. As general partner, Engine Investments II is ultimately responsible for the management of Engine Airflow and Engine Lift. Investors in Engine Capital, Engine Jet, Engine Airflow, and Engine Lift are limited partners (“Limited Partners”). Limited Partners must generally be “accredited investors” as defined in Regulation D under the Securities Act of 1933. Investors in Engine Offshore are shareholders (“Shareholders”). Shareholders generally must be either non-U.S. Persons or permitted U.S. persons. A “Permitted U.S. Person” is a tax- exempt U.S. person or an entity in which substantially all of the ownership interests are held by tax-exempt U.S. persons, although certain taxable U.S. persons may
be permitted as Shareholders. As noted, Engine is retained by each Fund to act as such Fund’s discretionary investment adviser. The specific terms and conditions applicable to the Funds, as well as each Fund’s investment focus, investment guidelines, and investment restrictions, if any, are described in each Fund’s confidential private placement memorandum or confidential explanatory memorandum (each a “Memorandum”). This document is neither an offer to sell nor a solicitation of an offer to buy interests in or shares of any Fund. Such an investment may be made only after receipt and review of the applicable Memorandum. Upon request to Engine, a copy of each Memorandum is available to persons meeting applicable investor eligibility criteria. Each Memorandum contains important information concerning risk factors and other material aspects of the applicable Fund(s) and must be read carefully before any decision whether to invest is made. The information in this document is qualified in its entirety by, and should be read in conjunction with, the information contained in each Fund’s Memorandum. The Firm may from time to time enter into agreements with certain investors that may provide for terms of investment that are more favorable than the terms described in the relevant offering documents. Such terms may include the waiver, reduction or rebate of management fees, expenses and/or performance-based allocations, the provision of additional information or reports or more favorable transfer rights or liquidity terms. No such agreement will necessarily entitle any other Investor to the same terms of investment. No supervised person of the Firm accepts compensation for the sale of securities or other investment products, including interests in or shares of the Funds. C. TAILORED RELATIONSHIPS Engine provides investment advisory services to the Funds based on the investment objectives of the Funds. Engine does not provide tailored investment advice to the Limited Partners or Shareholders in the Funds. D. WRAP FEE PROGRAMS Wrap Fee Programs are arrangements between broker-dealers, investment advisers, banks and other financial institutions and affiliated and unaffiliated investment advisers through which the Clients of such firms receive discretionary investment advisory, execution, clearing and custodial services in a “bundled” form. In exchange for these “bundled” services, the Clients pay an all-inclusive (or “wrap”) fee determined as a percentage of the assets held in the wrap account. Engine does not participate in and is not a sponsor of any wrap fee program. E. ASSETS UNDER MANAGEMENT When calculating regulatory assets under management, an investment adviser must include the value of any private fund over which it exercises continuous and regular supervisory or management services. Engine managed a total of $1,263,557,545 in Client assets on a discretionary basis. This Regulatory Asset Under Management figure is based on calculations as of December 31, 2023.