A. BACKGROUND SHENKMAN CAPITAL MANAGEMENT, INC. (“Shenkman”), a New York Corporation, is a global investment advisory firm founded by Mark R. Shenkman in 1985. Mark R. Shenkman, as trustee of the Mark R. Shenkman Revocable Trust, is the controlling shareholder of Shenkman. Shenkman is registered with the SEC as an investment adviser pursuant to the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Registration with the SEC does not imply a certain level of skill or training. Shenkman is under common control with Romark Credit Advisors, LP (“RCA”), a registered investment adviser, and Romark CLO Advisors LLC (“RCLO” and together with RCA, “Romark”), which is a relying adviser of RCA. More details about the relationship between Shenkman and Romark can be found in “Item 10: Other Financial Industry Activities and Affiliations.” RCA is a Delaware limited partnership that was formed in 2016. RCA is under common control with Shenkman. RCLO is a Delaware limited liability company that was formed in 2017. RCLO is under common control with RCA. Romark CLO Ventures LLC (“RV”), a Delaware limited liability company formed in 2017, is the managing member of RCLO. RCA is the controlling owner of RV. The terms “Shenkman Group”, “we”, “us”, and “our” shall mean Shenkman, Romark, and their affiliates. An advisory client of Shenkman shall be referred to as a “Shenkman Client” and collectively as “Shenkman Clients.” A Shenkman Client, together with one or more advisory clients of Romark, shall be referred to as a “Shenkman Group Client” and collectively as “Shenkman Group Clients.” For the avoidance of doubt, Romark does not provide any advisory services to Shenkman Clients. Certain RCA shareholders, officers, and/or employees are shareholders, officers, and/or employees of Shenkman, and in some instances, are shareholders, officers and/or employees of all three of Shenkman, RCA, and RCLO. When such shareholders, officers, and/or employees are acting on behalf of Shenkman Clients, they are doing so in their capacity as Shenkman shareholders, officers, and/or employees and not in their capacity as Romark shareholders, officers, and/or employees. All policies and procedures described herein apply to the Shenkman Group. Shenkman refers to its employees or other supervised persons as “team members” and any team member that may perform services for the Shenkman Group is subject to the Shenkman Group’s compliance policies and procedures.1 Please refer to “Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading” for additional information. B. OUR SERVICES Since its inception in 1985, Shenkman’s business has been focused on researching and investing across the entire capital structure of highly leveraged companies through in-depth, bottom-up, fundamental credit analysis. Our Credit Analysts use proprietary tools and models that incorporate both quantitative and qualitative factors when evaluating the creditworthiness of potential investments. The analytical process incorporates, among other things, public information, financial statements, and meetings with company management. We also focus on relative value within the capital structure, covenants, management track record, and a comparative industry analysis. For our traditional credit strategies (detailed below), we utilize our internally developed and proprietary credit score system, which we believe is more reflective of an issuer’s credit worthiness than published ratings. We incorporate ESG into this credit scoring system for our traditional credit strategies as we seek to consider all meaningful risks or opportunities that may have an impact on a company’s prospects, operating performance, or valuation.2 Our alternative credit strategies (detailed below) seek to leverage our research and analytical foundation in traditional credit with a focus on absolute return through multi-asset, opportunistic, tactical, and sector focused credit strategies. We also provide non-discretionary advisory services to certain clients, such as the provision of portfolio analysis, guidance, recommendations, and other advisory services. 1 Supervised Persons also includes interns, temporary, and contract persons, unless otherwise determined by the CCO. 2 For more details on the Shenkman Group’s Approach to ESG, please find our Environmental, Social, and Governance Policy at https://www.shenkmancapital.com/PDF/ESG_Policy.pdf Our investment strategies include, but are not limited to: TRADITIONAL CREDIT
• Senior Secured Loans (including, without limitation, U.S. and Global Leveraged Loan, and Ratings Constrained and Loss Constrained leveraged loan strategies)
• High Yield Bonds (including, without limitation, U.S., European and Global High Yield Bond, Ratings and/or Loss Constrained High Yield Bond, and Global Fallen Angel/Rising Stars strategies)
• Short Duration High Yield Bonds (including, without limitation, U.S. and Global Short Duration High Yield Bond strategies)
• Convertible Securities (including, without limitation, U.S. and Global convertible securities, and investment grade convertible securities strategies) ALTERNATIVE CREDIT
• Collateralized Loan Obligation (“CLO”) Debt & Equity (including, without limitation, High Grade, Broad Market, CLO Equity and Opportunistic strategies)
• Absolute Return (including, without limitation, Multi-Asset Credit, Opportunistic Credit, and Tactical Credit strategies)
• Collateralized Bond Obligations (“CBO”) Debt & Equity All of our traditional credit investment strategies, and certain of our alternative credit strategies (or derivations thereof) are available through separately managed accounts and certain of these investment

strategies are also available (or may in the future be available) through investment vehicles, including but not limited to mutual funds for which we act as adviser or sub- adviser (each a “Mutual Fund”), private funds (single investor or commingled, including Alternative Investment Funds (each an “AIF”) as defined in the European Communities Alternative Investment Fund Managers Regulations), CLOs, CBOs, and other securitized vehicles, and UCITS funds (each, a “Sponsored Fund” and, collectively “Sponsored Funds”). Shenkman has also entered into an agreement (the “Intercompany Services Agreement”) pursuant to which Shenkman provides to RCA, for a fee, among other things, credit research and analysis, shared team members and systems, and assistance and advice on certain support services, including, but not limited to, compliance, operations, finance, information technology and development, and human resources. Such credit research and analysis and support services are then provided by RCA, for a fee, to RCLO under a Staff and Services Agreement (the “Staff and Services Agreement”, which is described in “Item 10: Other Financial Industry Activities and Affiliations”). The descriptions set forth herein and elsewhere in this document of specific advisory services offered to Shenkman Group Clients, and investment strategies pursued and investments made by us on behalf of Shenkman Group Clients, should not be understood to limit in any way our investment activities. We may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that the Shenkman Group considers appropriate, subject to each Shenkman Group Client’s investment guidelines. Persons reviewing this Brochure should not consider it to be, and this Brochure should not be construed as, impartial investment advice, an offer to sell or any solicitation to buy securities of any Sponsored Fund or account managed by the Shenkman Group or any of their affiliates. Such an offer will only be made by means of an offering document delivered to eligible qualified investors. The offering documents will detail the types of investments that may be purchased/sold. The investment strategies pursued by the Shenkman Group are speculative and entail substantial risks. Shenkman Group Clients should be prepared to bear a substantial or total loss of capital. There can be no assurance that the investment objectives will be achieved. C. TAILORED ADVICE AND CLIENT RESTRICTIONS We primarily manage client assets on a discretionary basis and seek to tailor our investment services to meet our clients’ objectives. Certain of our clients may impose restrictions or limitations on the types of investments we may make for their accounts, which include limitations by position, issuer, asset class, credit rating, industry/sector (including Socially Responsible Investment or “SRI” screens), and other restrictions. Shenkman (or an affiliate) also serves as general partner or investment adviser to Sponsored Funds. These Sponsored Funds have investment guidelines that are not subject to the specific requirements of their underlying investors (unless otherwise specified). The offering documents for our Sponsored Funds contain more detailed information about the funds, including descriptions of their investment restrictions. Shenkman has entered, and in the future may enter, into arrangements with certain Shenkman Clients and investors in Sponsored Funds that grant such Shenkman Clients or investors special or more favorable rights that are not available to all Shenkman Group Clients and investors. Such special or more favorable rights include, but are not limited to: (i) different fee or liquidity arrangements, including fee sharing arrangements; (ii) additional reporting and/or greater access to certain information; (iii) opportunities to meet or speak with Shenkman’s investment team; and (iv) key-person, material litigation, and similar notifications rights. Shenkman has entered into non-discretionary investment advisory relationships with certain Shenkman Clients and tailors those arrangements to such clients’ needs. D. WRAP FEE PROGRAMS Shenkman does not sponsor any wrap fee programs, although we provide portfolio management services to Shenkman Client accounts that participate in third-party wrap fee programs (“Wrap Fee Accounts”). Subject to differences in investment objectives, guidelines, and trading restrictions, we manage Wrap Fee Accounts substantially the same as we manage other client accounts within the same strategy. For instance, due to regulatory restrictions, most Wrap Fee Accounts are not eligible to purchase certain Rule 144A securities that other Shenkman Group Clients are eligible to buy. The value of Wrap Fee Accounts is also below our stated account size minimums; consequently, the weighting of investments in Wrap Fee Accounts differs from the weighting of investments in other Shenkman Group Client accounts. We receive a portion of the wrap program sponsor’s wrap fee for our services. E. ASSETS UNDER MANAGEMENT As of June 30, 2023, Shenkman managed approximately $26,714,031,831 billion of client assets calculated on the basis of regulatory assets under management on a discretionary basis. Shenkman has previously entered into, and may in the future enter, into non-discretionary investment advisory relationships, for which Shenkman is not deemed to have regulatory assets under management. Further, the Shenkman Group managed approximately $29,842,697,825 billion of client assets calculated on the basis of regulatory assets under management on a discretionary basis, which includes the client assets managed by Shenkman and $3,128,665,994 managed by RCA.