A. Describe your advisory firm, including how long you have been in business. Identify your principal owner(s). Winona Capital Management, LLC and its relying adviser, Winona Capital Management II, LLC (together, “Winona” or the “Firm”), is a private equity management firm based in Chicago that focuses on niche consumer and retail industries. Founded in 2007, Winona makes control and influential minority investments in lower middle-market consumer product, consumer service and retail companies that Winona believes have attractive revenue and brand enhancement opportunities. Winona and its affiliates provide discretionary investment advisory services to their clients, which consist of private investment funds. The Firm’s principals have over 50 collective years of experience in operating, investing in and advising companies in the consumer segment. Winona’s managing directors are M. Laird Koldyke and Lucius E. Reese. Winona serves as the investment adviser for and provides discretionary investment advisory services to private funds exempt from registration under the Investment Company Act of 1940, as amended (“Investment Company Act”), as well as to co-investment special purpose vehicles established to invest alongside a fund in a single portfolio company. Winona’s clients include the main funds, Winona Capital Partners, LLC (“WCP I”) and Winona Capital Partners II, LP (“WCP II”), and the co-investment funds (the “Co-Investment Funds” and, unless otherwise noted, WCP II and WCP I and the Co-Investment Funds, collectively the “Funds”). In addition, in certain circumstances, as more fully described in Item 7 below, the Firm also permits certain investors and third parties to co- invest alongside WCP I or WCP II directly into a portfolio company. Unlike the Co-Investment Funds mentioned above, such direct co-investments are not considered Funds or clients of Winona. WCP II is affiliated with a general partner, WCM II GP, LLC (the “General Partner”) which is deemed to be registered under the Investment Advisers Act of 1940, as amended (“Advisers Act”), pursuant to Winona’s registration in accordance with SEC guidance. For WCP I, Winona Capital Management, LLC serves the role of manager. Specifically, Winona Capital Management, LLC acts as the investment adviser and manager to WCP I and its corresponding Co-Investment Funds and Winona Capital Management II, LLC acts as the investment adviser to WCP II and its corresponding Co- Investment Funds. For WCP II, while the General Partner maintains ultimate authority over WCP II, Winona has been delegated the role of investment adviser. Winona Capital Management, LLC and Winona Capital Management II, LLC collectively operate as a single advisory business and retain investment discretion over the Funds; investors in the Funds do not participate in the control or management of the Funds. Winona Capital Management II, LLC is wholly owned by Winona Capital Management, LLC. Throughout this Brochure, reference to Winona shall refer to both advisers and the General Partner, unless the context otherwise requires. For more information about the Funds, Co-Investment Funds, General Partner and relying adviser, please see Winona’s Form ADV Part 1, Schedule D, Sections 7.A.(1), 7.B.(1) and Schedule R. Winona is owned by principals M. Laird Koldyke and Lucius E. Reese. For more information on the ownership information of Winona, please see Winona’s Form ADV Part 1, Schedule A and B. B. Describe the types of advisory services you offer. If you hold yourself out as specializing in a particular type of advisory service, such as financial planning, quantitative analysis, or market timing, explain the nature of that service in greater detail. If you provide investment advice only with respect to limited types of investments, explain the type of investment advice you offer, and disclose that your advice is limited to those types of investments. Winona provides investment advisory services as a private equity fund manager to its Funds. The Funds invest through privately negotiated transactions in operating companies, generally referred to as “portfolio companies”, in the consumer product, consumer service and retail industries. Each portfolio company has its own independent management

team responsible for managing its day-to- day operations, although the senior principals of Winona or other individuals and third parties chosen by Winona typically serve on such portfolio companies’ respective boards of directors or otherwise act to influence control over management of portfolio companies held by the Funds. In addition, in some cases, Winona will more directly influence the day-to-day management of a portfolio company by recruiting and installing certain individuals in various leadership roles, such as chief executive officer, chief operating officer, chief financial officer or in other roles. Winona’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 disposition of such investments. Investments are made in private companies within the United States. C. Explain whether (and, if so, how) you tailor your advisory services to the individual needs of clients. Explain whether clients may impose restrictions on investing in certain securities or types of securities. Winona does not tailor its advisory services to the individual needs of investors in its Funds; Winona’s investment advice and authority for each Fund is tailored to the investment objectives of that Fund. These Fund objectives are described in and governed by the private placement memorandum, limited partnership agreement, investment advisory agreement, operating agreement, subscription agreement, side letter agreements and other governing documents of the relevant Fund (collectively, “Governing Documents”) and investors determine the suitability of an investment in a Fund based on, among other things, the Governing Documents. Fund investors generally cannot impose restrictions on investing in certain securities or types of securities, other than through side letter agreements. Investors in the Funds participate in the overall investment program for the applicable Fund and cannot be excused from a particular investment except in certain circumstances pursuant to the terms of the Governing Documents. In accordance with industry common practice, Winona has entered into side letters or similar agreements with certain investors including those who make substantial commitments of capital or who were early-stage investors in the Funds, or for other reasons in the sole discretion of Winona, in each case that have the effect of establishing rights under, or altering or supplementing, a Fund’s Governing Documents. Examples of side letter rights entered into include provisions whereby investors have expressed an interest in participating in co-investment opportunities, co-investment rights, certain fee arrangements, notification provisions, sector opt-out rights, advisory board representation, reporting requirements and “most favored nations” provisions, among others. These rights, benefits or privileges are not always made available to all investors, consistent with the Governing Documents and general market practice. Commencing in March 2025, Winona will make required disclosure of certain side letters to all investors (and in certain cases, to prospective investors) in accordance with the new Private Fund Rule. Side letters are negotiated at the time of the relevant investor’s capital commitment, and once invested in a Fund, investors generally cannot impose additional investment guidelines or restrictions on such Fund. There can be no assurance that the side letter rights granted to one or more investors will not in certain cases disadvantage other investors. D. If you participate in wrap fee programs by providing portfolio management services, (1) describe the differences, if any, between how you manage wrap fee accounts and how you manage other accounts, and (2) explain that you receive a portion of the wrap fee for your services. Winona does not participate in wrap fee programs. E. If you manage client assets, disclose the amount of client assets you manage on a discretionary basis and the amount of client assets you manage on a non-discretionary basis. Disclose the date “as of” which you calculated the amounts. As of December 31, 2023, Winona managed $267,359,000 in regulatory assets under management, all on a discretionary basis.