A. Firm Information Longwall Investment Partners, LLC ("LIP" or the "Advisor") is a registered investment advisor with the U.S. Securities and Exchange Commission. The Advisor is organized as a Limited Liability Company (LLC) under the laws of the State of Delaware. LIP was founded in December 2022 and is owned by Longwall Holdings,LLC. LIP is operated by its managing member, Longwall Holdings, LLC, pursuant to the terms of the LIP limited liability company agreement. This Disclosure Brochure provides information regarding the qualifications, business practices, and the advisory services provided by LIP. B. Advisory Services Offered LIP offers investment advisory solutions to individuals, high net worth individuals, trusts, estates, retirement plans, and private funds (each referred to as a "Client"). The Advisor serves as a fiduciary to Clients, as defined under the applicable laws and regulations. As a fiduciary, the Advisor upholds a duty of loyalty, fairness and good faith towards each Client and seeks to mitigate potential conflicts of interest and to create alignment of incentives.. LIP's fiduciary commitment is further described in the Advisor's Code of Ethics. For more information regarding the Code of Ethics, please see Item 11 - Code of Ethics, Participation or Interest in Client Transactions and Personal Trading. Private Fund Management LIP is the investment adviser to Longwall Partners Fund, LTD (the “Fund”), a Cayman Islands exempted company. As further described in the Fund offering documents, the Fund is engaged in investing in a diversified range of alternative investment strategies designed to generate absolute returns comparable to illiquid strategies like private equity. Investment Advisory Services to individuals, high net worth individuals, trusts and other clients. LIP provides continuous and ongoing investment advisory solutions and asset management services pursuant to an investment advisory agreement. LIP offers customized solutions for its Clients. This is achieved through personal Client contact and interaction while providing non-discretionary and/or discretionary asset management and related advisory services. LIP works closely with each Client to identify their investment goals, objectives, risk tolerance and financial situation in order to create either limited and specific or comprehensive portfolio strategies. LIP will often recommend an investment portfolio consisting of alternative investments, individual stocks, bonds, options, mutual funds and exchange traded funds ("ETFs"). LIP will also recommend investment in pooled investment vehicles (each a "Private Fund"), including the Fund where the Advisor acts as the investment manager of the Fund. LIP's investment strategies are primarily long-term focused, but the Advisor may buy, sell or re-allocate positions that have been held for less than one year to meet the objectives of the Client or due to market conditions. LIP will construct, implement and monitor the portfolio to ensure it meets the broad goals, objectives, circumstances, and risk tolerance appropriate to the Client. Each Client will have the opportunity to place reasonable restrictions on the types of investments to be held in their respective portfolio, subject to acceptance by the Advisor. LIP evaluates and selects investments for inclusion in Client portfolios only after applying due diligence and analysis; the levels of which will differ according to LIP resources and team member competencies. LIP may recommend, on occasion, redistributing investment allocations to diversify the portfolio. LIP may recommend specific positions to increase sector or asset class weightings. The Advisor may recommend employing cash positions as a possible hedge against market

movement. LIP may recommend selling positions for reasons that include, but are not limited to, harvesting capital gains or losses, business or sector risk exposure to a specific security or class of securities, overvaluation or overweighting of the position[s] in the portfolio, change in risk tolerance of the Client, generating cash to meet Client needs, or any risk deemed unacceptable for the Client's risk tolerance. At no time will LIP accept or maintain custody of a Client's funds or securities, except for the limited authority as outlined in Item 15 - Custody. All Client assets will be managed within the designated account[s] at the Custodian, pursuant to the terms of the advisory agreement. Please see Item 12 - Brokerage Practices. Longwall Investment Partners, LLC 8 Wright Street, Suite 107, Westport, CT 06880 Phone: (203) 209-2785 Retirement Accounts-When the Advisor provides investment advice to Clients regarding ERISA retirement accounts or individual retirement accounts ("IRAs"), the Advisor is a fiduciary within the meaning of Title I of the Employee Retirement Income Security Act ("ERISA") and/or the Internal Revenue Code ("IRC"), as applicable, which are laws governing retirement accounts. When deemed to be in the Client's best interest, the Advisor will provide investment advice to a Client regarding a distribution from an ERISA retirement account or to roll over the assets to an IRA, or recommend a similar transaction including rollovers from one ERISA sponsored Plan to another, one IRA to another IRA, or from one type of account to another account (e.g. commission-based account to fee-based account). Such a recommendation creates a conflict of interest if the Advisor will earn a new (or increase its current) advisory fee as a result of the transaction. No client is under any obligation to roll over a retirement account to an account managed by the Advisor. A. Client Account Management Prior to engaging LIP to provide investment advisory services, each Client is required to enter into an agreement with the Advisor that defines the terms, conditions, authority and responsibilities of the Advisor and the Client. These services may include:
• Establishing an Investment Strategy- where LIP, in connection with the Client, will develop a strategy that seeks to achieve the Client's goals and objectives.
• Asset Allocation - where LIP will develop a strategic asset allocation that is targeted to meet the investment objectives, time horizon, financial situation and risk tolerance for each Client.
• Investment Management and Supervision - where LIP will provide investment management and ongoing oversight of the Client's investment portfolio. B. Wrap Fee Programs LIP does not manage or place Client assets into a wrap fee program. Investment management services are provided directly by LIP. C. Assets Under Management As of December 31, 2023 LIP managed $207,435,728 of regulatory assets under management. $60,726,285 is managed on a discretionary basis and $146,709,443 is managed on a non-discretionary basis.