ADVISORY BUSINESS Who is Levin Capital Strategies, L.P. Levin Capital Strategies, L.P. (“LCS”) provides discretionary or non-discretionary investment advice and/or management services according to the stated investment objectives, restrictions, and policies of each LCS investment advisory client (each, a “Client” and together, “Clients”). LCS serves as an investment adviser with discretionary trading authority over, and also provides discretionary advisory services to separately managed accounts (“Separately Managed Accounts”), and a private investment fund (the “Private Fund” or “Fund”). As used herein, “Client” generally refers to the Private Fund and each beneficial owner of the Separately Managed Accounts. LCS enters into a written investment management agreement with each of its Clients. LCS maintains full power and authority to supervise and may make investment decisions on behalf of each Separately Managed Account and the Private Fund, (each sometimes also referred to as a “Managed Account” or collectively as, “Managed Accounts”) with and without prior consultation with the Client. LCS generally follows a “large-cap” (defined as an issuer’s market capitalization is greater than seven (7) billion dollars), “bottom-up” value investment strategy and LCS invests Client assets primarily in equity securities, and both domestic and foreign issuers traded on a U.S. exchange. Similarly, LCS’s investment decisions and advice with respect to the Managed Accounts are made in accordance with the applicable Client’s investment objectives and guidelines, as well as any written or verbal instructions or restrictions provided by the Client to LCS and the information provided in the Client’s investment management agreement. With respect to its Separately Managed Accounts LCS follows “long-only” strategies and primarily invests in equity securities, ADRs/ADSs (including large foreign issuers whose ADRs/ADSs trade “over-the-counter”), foreign equity securities traded on a foreign or a recognized U.S. exchange, U.S. Treasury obligations, corporate debt, warrants, convertible securities, and exchange-traded funds (“ETFs”). The Private Fund typically trades options, futures contracts, and SWAPS (primarily Equity SWAPS but can engage in “contract for differences”) as well as participating in initial public offerings and secondary offerings. IRA and IRA Rollover Recommendations For purposes of complying with the DOL's Prohibited Transaction Exemption 2020-02 ("PTE 2020-02") where applicable, we are providing the following acknowledgment to you. When we provide investment advice to you regarding your retirement plan account or individual retirement account, we are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act and/or the Internal Revenue Code, as applicable, which are laws governing retirement accounts. The way we make money creates some conflicts with your interests, so we operate under a rule that requires us to act in your best interest, and not put our interest ahead of yours. Under this rule's provisions, we must:
• Meet a professional standard of care when making investment recommendations (give prudent advice);
• Never put our financial interests ahead of yours when making recommendations (give loyal advice);
• Avoid misleading statements about conflicts of interest, fees, and investments;
• Follow policies and procedures designed to ensure that we give advice that is in your best interest;
• Charge no more than is reasonable for our services; and
• Give you basic information about conflicts of interest. We benefit financially from the rollover of your assets from a retirement account to an account that we manage or provide investment advice, because the assets increase our assets under management and, in turn, our advisory fees. As a fiduciary, we only recommend a rollover when we believe it is in your best interest. LCS also manages on a discretionary basis the accounts of certain family members, affiliates and affiliates of family members of LCS personnel, and those personnel providing services to LCS pursuant to a services agreement with Easterly Investment Partners LLC (“EIP”). Please refer to Item 10, “Services Arrangement with Easterly Investment Partners LLC.” LCS also provides investment management services to a Private Fund that is organized under the laws of the State of Delaware and offered to investors on a private placement basis. In connection with providing investment management services, LCS has been appointed as investment adviser with discretionary trading authorization. Additional detailed information about LCS is provided in this Brochure, including information about LCS’s advisory services, investment approach, personnel, affiliations and brokerage practices. This Brochure generally includes information about LCS and its relationships with its Clients and affiliates. While much of this Brochure applies to all such Clients and affiliates, certain information included herein applies to specific Clients or affiliates only. This Brochure does not constitute an offer to sell or solicitation of an offer to buy any securities of the Private Fund described herein. The securities of the Private Fund is offered and sold only by means of a confidential offering memorandum on a private placement basis under exemptions promulgated under the Securities Act of 1933, as amended (the “Securities Act”), and other exemptions of similar import under U.S. state laws and the laws of other jurisdictions where any offering may be made. The securities

for the Fund is offered on a private placement basis, pursuant to Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “Company Act”), to persons who are “accredited investors” as defined under the Securities Act and, if applicable, “qualified purchasers” as defined under the Company Act, and subject to certain other conditions, which are set forth in the offering documents of the Private Fund. Persons reviewing this Brochure should not construe this as an offer to sell or solicitation of an offer to buy the securities of the Fund described herein. Brief History LCS, a Delaware limited partnership, commenced its operations in December 2005-January 2006. LCS primarily offers three (3) strategies: (1) a “long-only” Large-cap value biased investment strategy which focuses on U.S. traded securities; (2) a “SPAC” (Special Purpose Acquisition Company) only investment strategy and (3) a short/long alternative strategy. The Large-cap value strategy may include mid-cap or smaller issuer cap securities LCS believes are suitable for managed accounts. The “long-only” investment strategies may have variations of investment styles and investment objectives based on the Client’s investment strategy, concentration; diversification through the number of portfolio holdings and sectors, criteria, investment restrictions, portfolio concentration, tax status, time horizon and risk tolerances. These types of strategies may be a concentrated style having fewer holdings with higher or lower capital weightings than those Clients following a more diversified strategy. A concentrated strategy may have additional risks including higher volatility and increased loss of capital than a more diversified strategy, and a diversified strategy may result in higher or lower returns than a concentrated portfolio. Additional risk factors are disclosed in Item 8, “Risk of Loss.” These strategies may be managed on a taxable and non-taxable basis. Non- taxable accounts may trade more frequently and may hold different portfolio securities from taxable accounts as taxable considerations may weigh in the investment decision process. In addition to the direct analysts employed by LCS, John Levin also has access to the EIP research team, pursuant to the services agreement with EIP. The research teams’ (including EIP) knowledge is leveraged across all LCS’ strategies which are based on the same value orientated, bottom-up fundamental research and feature a commitment to capital preservation, downside protection, and controlled volatility. LCS currently offers a SPAC-only investment program where LCS will invest only in those securities considered to meet the SPAC definition. A SPAC has no operating history, is holding cash, near cash, or U.S. Treasury obligations in a trust earning interest usually have a two (2) year life before the IPO proceeds are distributed back to shareholders with interest. The primary purpose of the SPAC is to engage in an event-driven strategy primarily to merge with a non-public private company that has an operating history where the SPAC sponsors believe taking a private company public will be desirable for their SPAC shareholders. LCS will usually invest in a SPAC’s initial public offering price, however, LCS has discretion to invest secondarily traded SPAC securities if the SPAC is below their public offering price, priced below the SPAC’s anticipated final redemption value, or LCS believes the SPAC has potential consummating a desirable transaction. Ownership John A. Levin and related entities 100.0% John A. Levin controls LCS through Levin Capital Strategies, GP, LLC, where John A. Levin is the managing member. The 2005 GRAT Separation Trust is the majority owner of LCS along with John A. Levin and Elisabeth Levin. Elisabeth Levin, the wife of John Levin, is also the trustee of the 2005 GRAT Separation Trust. The descriptions set forth in this Brochure of specific advisory services that LCS offers to Clients, and investment strategies pursued, and investments made by LCS on behalf of its Clients, should not be understood to limit in any way LCS’s investment activities. LCS may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that LCS considers appropriate, subject to each Client’s investment objectives and guidelines. The investment strategies LCS pursues are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any Client account(s) will be achieved. LCS’s investment decisions and advice with respect to the Fund are subject to the Fund’s investment objectives and guidelines, as set forth in its offering documents. Similarly, LCS’s investment decisions and advice with respect to each Client are subject to each Client’s investment objectives and guidelines, as set forth in the Client’s investment management agreement, as well as any written or verbal instructions provided by the Client to LCS. Wrap Fee Programs LCS does not currently participate in any Wrap Fee Programs. Management of Client Assets LCS manages Client assets on a discretionary basis. The chart below sets forth the amount of net assets under management as of December 31, 2023: U.S. Dollar Amount Total Number of Accounts Discretionary assets $1,054,152,237 260 Non-discretionary assets $0 0 Total: $1,054,152,237 260