The Management Company, a Delaware limited partnership and an investment adviser, and its affiliated investment advisers provide investment advisory services to investment funds privately offered to qualified investors in the United States and elsewhere. The Management Company commenced operations in 2023. The Management Company’s clients include the following (each, a “Fund,” and collectively, together with any future private investment fund to which the Management Company and/or its affiliates provide investment advisory services, the “Funds”):
• Town Lane Real Estate Opportunities Fund I-A LP (“Fund I-A”)
• Town Lane Real Estate Opportunities Fund I-B LP (“Fund I-B” and together with Fund I-A, “Fund I”) The following general partner entities are affiliated with the Management Company:
• Town Lane Real Estate Opportunities Fund I GP LP (the “General Partner,” and collectively, together with any future affiliated general partner entities, the “General Partners,” and together with the Management Company and its affiliated entities “Town Lane”). Pursuant to Fund I’s agreements of limited partnership (together, the “Partnership Agreement”), the General Partner has the authority to manage the business and affairs of the Funds. The General Partner has delegated, or in the future is expected to delegate, subject to its oversight, day-to-day responsibility for the management and operations of the Funds to the Management Company or another Town Lane affiliate pursuant to a management agreement (the “Management Agreement”). The General Partner is subject to the Advisers Act pursuant to the Management Company’s registration in accordance with SEC guidance. This Brochure also describes the business practices of the General Partner, which operates as a single advisory business together with the Management Company. Interests in the Funds are privately offered to qualified investors in the United States and elsewhere. Town Lane’s investment advisory services to the Funds consist of identifying and evaluating investment opportunities, negotiating the terms of investments, managing and monitoring investments and achieving dispositions for such investments. Fund I is a private equity fund which, pursuant to a value-added and opportunistic investment and management strategy, seeks to assemble a portfolio of equity and selective credit investments in real estate and real estate-related assets (including commercial real estate assets, portfolios of assets, platforms, opportunistic credit and public securities), generally referred to herein as “portfolio companies”, “investments” or “portfolio investments.” While the Funds seek to invest predominantly in non-public companies, the Funds may invest in public companies, subject to certain limitations set forth in the Partnership Agreement. Where such investments consist of controlling positions in portfolio companies, generally at least one principal (each, a “Principal”) or other investment professional of Town Lane is expected to serve on such portfolio companies’ respective boards of directors or otherwise act to influence control over management of portfolio companies in which the Funds have invested. Town Lane’s advisory services to the Funds are detailed in the private placement memorandum (the “Memorandum”), the Management Agreement and the Partnership Agreement (collectively, with the Memorandum, the “Governing Documents”) and are further described below under Item 8. “Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in the Funds (generally referred to herein as “investors” or “limited partners”) participate in the overall investment program for the applicable Fund, but in certain circumstances are excused from a particular investment due to legal, regulatory or other agreed- upon circumstances pursuant to the Governing Documents; for the avoidance of doubt, such arrangements generally do not and will not create an adviser-client relationship between Town Lane and any investor. The Funds or the General Partner has entered and expects to enter into side letters or other similar agreements (“Side Letters”) with certain

investors that have the effect of establishing rights under or altering or supplementing the terms (including economic or other terms) of, the Governing Documents or the investor’s subscription agreement, including providing informational rights, addressing regulatory matters with respect to such investors, effectively excusing such investors from participating in certain types of investments, varying economic terms or fee structures, waiving or modifying certain obligations with respect to such investors, restricting the General Partner’s ability to exercise certain rights with respect to such investors, providing transfer rights and offering co-investment related provisions. Additionally, as permitted by the Governing Documents, Town Lane expects to provide (or agree to provide) investment or co-investment opportunities (including the opportunity to participate in co-invest vehicles) to certain current or prospective investors or other persons, including other sponsors, market participants, finders, consultants and other service providers, portfolio company management or personnel, Town Lane’s personnel and/or certain other persons associated with Town Lane and/or its affiliates. Such co-investments are expected to typically involve investment and disposal of interests in the applicable portfolio investment at substantially the same time and on substantially the same terms as the Fund making the investment. However, for strategic and other reasons, a co-investor or co-invest vehicle (including a co-investing Fund) may purchase a portion of an investment from one or more Funds after such Funds have consummated their investment in the portfolio investment (also known as a post-closing sell-down, syndication or transfer), which generally is expected to be funded through Fund investor capital contributions and/or use of a Fund credit facility, if any. Any such purchase from a Fund by a co-investor or co-invest vehicle is expected to generally occur shortly after the Fund’s completion of the investment to avoid any changes in valuation of the investment, but in certain instances could be well after the Fund’s initial purchase. Where appropriate, and in Town Lane’s sole discretion, Town Lane 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 any such amounts are not so charged or reimbursed (including charges or reimbursements required pursuant to applicable law), they are expected to generally be borne by the relevant Fund. In addition to the foregoing, the Management Company serves as the investment manager to a number of special purpose vehicles through which the Funds invest. Town Lane may form special purpose vehicles to facilitate portfolio investments by the Funds for legal, tax, accounting, regulatory, ERISA, economic or other similar purposes. Under the Partnership Agreement, the General Partner will also have the authority to form alternative investment vehicles to invest in lieu of the Funds (each, an “alternative investment vehicle”), to the extent appropriate to address tax, regulatory or economic matters, and the limited partners of the Funds may be admitted as limited partners of such alternative investment vehicles, which generally are expected to contain legal and economic provisions that are similar or equivalent to those of the Partnership Agreement. The Management Company expects to serve as the investment manager to such special purpose vehicles and alternative investment vehicles, if and when formed. Finally, in connection with certain investments, Town Lane is permitted to employ hedging techniques designed to reduce the risks of adverse movements in interest rates, securities prices, and currency exchange rates. As of May 31, 2024, the Management Company has approximately $1,315,529,555 client assets under management. Town Lane LLC, a Delaware limited liability company, acts as the general partner of the Management Company and is principally owned and controlled by Tyler Henritze.