Overview
                                    
                                    
                                        
                                            Five Elms is a Delaware limited liability company that was formed in June 2007.  The Firm’s sole 
indirect owner is Frederick N. Coulson, who maintains his interest in Five Elms indirectly through 
Five Elms Capital, LLC. 
The Firm  provides  investment  advisory services  to  pooled investment  vehicles  (each a “Fund” 
and  collectively,  the  “Funds”).    The  Funds  generally  seek  to  rely  on  an  exemption  from 
registration under the Investment Company Act of 1940, as amended (the “Investment Company 
Act”), and their securities are not registered under the Securities Act of 1933, as  amended (the 
“Securities  Act”).    Five  Elms  provides  discretionary  investment  management  services  to  the 
Funds  in  accordance  with  the  applicable  limited  partnership  agreement  (or  analogous 
organizational document), management agreement, subscription agreement and side letters of each 
Fund (each, an “Advisory Agreement”). The Advisory Agreements  of a Fund, along  with  any 
private  placement  memoranda  and  related  materials  are  referred  to  herein  collectively  as  the 
“Offering Documents” of such Fund.   
The  Firm’s  primary  investment  objective  for  each  Fund  is  set  forth  in  such  Fund’s  Offering 
Documents.    In  accordance  with  a  Fund’s  individual  investment  objectives,  investments  are 
primarily made in privately-held companies located in the United States as well as elsewhere (each 
such company is referred to herein as a “Portfolio Company,” and collectively, the “Portfolio 
Companies”).   
Five Elms is affiliated with other entities that serve as general partner (each a “General Partner” 
and  collectively  the  “General  Partners”)
                                        
                                        
                                              to  each  Fund.    The  General  Partners  have  generally 
delegated day-to-day management responsibilities for the Funds to Five Elms, but retain discretion 
over certain policy-making and oversight functions with respect to the investment program of the 
Fund and the decision whether to acquire or dispose of investments. 
The advisory services of Five Elms and of the General Partners are described in this Brochure and 
in  the  Advisory  Agreements  applicable  to  a  Fund,  but  generally  consist  of:  investigating, 
identifying,  and  evaluating  investment  opportunities;  structuring,  negotiating,  and  making 
investments  on  behalf  of  the  Funds;  managing  and  monitoring  the  performance  of  such 
investments; and disposing of such investments.  The information set forth herein regarding the 
investment  advisory  services  provided  by  Five  Elms  shall  also  apply  in  respect  of  the  General 
Partners unless specifically noted. 
Five Elms provides investment advice directly to each Fund, subject to the discretion and control 
of the applicable General Partner, and not individually to the investors in the Funds.  Such investors 
accept the terms of advisory services as set forth in  a Fund’s Advisory Agreements.   The Firm 
expects to have broad investment authority with respect to the Funds and, as such, investors should 
consider whether the investment objectives of the Funds are in line with their individual objectives 
and risk tolerance prior to investing. 
As  of  December  31,  2023,  Five  Elms  manages  $2,380,236,476  in  regulatory  assets  on  a 
discretionary basis.  The Firm does not manage any assets on a non-discretionary basis.