SB Value Partners, L.P. is a registered investment adviser with the U.S. Securities and Exchange Commission. SB Value Partners, L.P., a Texas limited partnership (which is also referred to as the “Advisor” or the “General Partner”), is the sole general partner for the following affiliated partnerships (which are referred to as the “Partnerships”) and are discussed throughout this Brochure. The General Partner of SB Value Partners, L.P. is Foxfield Investments, LLC, of which Scott Barnes is President. Barnes Holdings Corporation, LLC (BHC), a company primarily controlled by Scott Barnes, is a limited partner of SB Value Partners, L.P. The General Partner manages the affairs of the Partnerships and has full and exclusive management authority over all investment decisions, asset allocations, dispositions, distributions, and Partnership affairs. Each of the Partnerships has established a minimum initial investment amount, which may be waived at the General Partner’s discretion. As of December 31, 2023, SB Value Partners, L.P. managed total client assets of approximately $3,548,387,419 with approximately $113,357,991 on a discretionary basis and $3,435,029,428 on a non- discretionary basis. The various programs offered are described below:
• SAB Moderate Equity Partnership, L.P. (Moderate Equity Program)
• SAB Capital Markets, L.P.
• SAB High Yield Capital Markets, LP
• Separately Managed Accounts
• Institutional Asset Management SAB Moderate Equity Partnership, L.P. (Moderate Equity Program) SAB Moderate Equity Partnership, L.P.’s investment objective is to maximize its annual rate of gain in intrinsic business value, primarily through the ownership of community banks in the United States. The General Partner intends to employ principally a value-oriented investment strategy that stresses long term investment publicly traded common and preferred community bank stocks and bonds, U.S. T-Bills, insured bank deposits and money market accounts. The General Partner may invest in concentrated equity positions in order to maximize potential investment returns. The sale (or purchase) of equity options may be used to hedge (or potentially protect) equity positions, generate additional income or acquire equities at more attractive prices. SAB Capital Markets, L.P. The principal investment objective of SAB Capital Markets, L.P. is to maximize its annual rate of gain through the trading of various fixed income municipal securities. The primary strategy for achieving this objective will be the purchase of bonds at the “bid” and sale of bonds at the “offer” in order to profit from the spread between the “bid” and the “offer.” The bonds will be held for a short period of time and typically not to maturity. SAB Capital Markets, L.P. also may invest in government and agency debt obligations. 4 | P a g e SAB High Yield Capital Markets, L.P. The principal investment objective of SAB High Yield Capital Markets, L.P. is to maximize its annual rate of gain through the trading of high-yielding, higher risk municipal securities – commonly known as “junk bonds” that are rated, at the time of purchase, below investment grade by a credit rating agency. The primary strategy for achieving this objective will be the purchase of bonds at the “bid” and sale of bonds at

the “offer” in order to profit from the spread between the “bid” and the “offer.” The bonds will be held for a short period of time and typically not to maturity. Separately Managed Accounts (Capital Markets Strategy) The principal investment objective of our Separately Managed Account strategy is to maximize the Account’s annual rate of gain through the trading of municipal securities. The primary strategy for achieving this objective will be the purchase of bonds at the “bid” and sale of bonds at the “offer” in order to profit from the spread between the “bid” and the “offer.” The bonds will be held for a short period of time and typically not to maturity. Accounts of Associated Persons or Affiliates may participate in the SMA program, a conflict of interest between SB Value and its clients. We allocate the bonds we purchase for the SMA’s according to our trade allocation policy. This policy has been designed on the basis of fairness and objectivity. In general, the policy gives priority to the accounts with the largest deviation from their target percentage. As a result of the random trade allocation process, not all accounts will hold exactly the same positions. Also, as a result of the random trade allocation process, accounts of all clients, including those of affiliates, will generate different performance returns. On occasion, circumstances might arise where deviations to the trade allocation policy may occur. These circumstances include, but are not limited to, an account or accounts have reached their investment capacity; an account or accounts have reached the target percentage of invested capital; an account or accounts have reach specific concentration limits. In these circumstances, it may be necessary to allocate bonds to other accounts, which may include affiliated accounts, that have the available capacity to purchase the bonds. These stated modifications to the allocation process may result in no purchased bonds allocated to an account for a given trade. When a bond is sold that is owned in more than one account, the quantity sold will be aligned with the account that most logically benefits, trying to match identical quantities whenever possible. When a bond that is owned in more than one account as a result of an aggregated (block) trade, the sale allocation will follow the purchase allocation procedures. SB Value has adopted a Code of Ethics intended to address actual and potential conflicts between SB Value and its clients. There are further details regarding trade allocation procedures outlined in the Investment Management Agreement specific to these types of accounts and are generally reserved for 5 | P a g e financial institutions, banks, other institutional investors and high net worth individuals. Institutional Asset Management For ultra high-net worth individuals or entities, on a discretionary or non-discretionary basis, SB Value offers independent portfolio analytics, due diligence and portfolio support. The firm will also offer investment recommendations, consistent with the client’s objectives and risk tolerance. Clients may impose restrictions on investing in certain securities or types of securities. Recommendations given to any client may differ from recommendations given, or the timing and nature of the action taken, with respect to other client accounts.