Ally Bridge Group NY LLC

Item 5. Fees and Compensation

Asset-Based and Performance-Based Compensation. The fee schedules for the Clients are described in
detail in each Client’s Governing Documents.

As a general matter, the Clients pay the Adviser or its affiliates an asset-based investment management
fee each month in arrears ranging from 1.50% to 2.00% per annum based on the value of the net assets of
the respective Client on the last day of the month (the "Management Fee"). The Adviser may waive or
modify the Management Fee for investors that are members, principals, employees or affiliates of the Adviser,
relatives of such persons, and for certain investors, in the Adviser’s sole discretion.

The Adviser, or one of its affiliates serving as a general partner of a Client, is entitled to receive annual
performance-based compensation of up to 20% (the “Incentive Allocation”) from the Clients, which is
compensation that is based on a share of net capital appreciation of the assets of a Client. The Incentive
Allocation is subject to a loss carryforward provision. The Adviser, or its applicable affiliate, may waive or
modify the Incentive Allocation for investors that are members, principals, employees or affiliates of the
Adviser, relatives of such persons, and for certain large or strategic investors.

Expenses. In addition to bearing the Management Fee and Incentive Allocation, if any, the Clients are also
subject to other expenses related to its investments and operations, such as (i) professional fees (including,
without limitation, in respect of economic and other consultants and outside directors’ fees and expenses
(such as travel, lodging and meals)) incurred in connection with investments, whether or not such
investments are consummated, (including, without limitation, negotiation and due diligence costs and legal
expenses incurred in connection with workouts involving underlying portfolio companies); (ii) expenses of
purchasing, carrying and disposing of portfolio positions such as commissions, borrowing charges on
securities sold short, interest on margin accounts and other indebtedness; (iii) prime brokerage fees; (iv)
custodial fees; (v) litigation, indemnification and other extraordinary expenses, if any; (vi) legal, the cost of
negotiating side letters, related governmental and regulatory fees including, without limitation: Forms 13D,
13F, 13G, 13H, Form PF, and AIFMD Annex IV and other filings and reports the preparation and submission
of which currently or in the future may be required of a Client or the Adviser under applicable law, audit,
tax, accounting, the administrator (including middle/back office and/or independent shadow accounting
services) and anti-money laundering officer fees; (vii) market data, modeling, valuation services, order
management systems, portfolio management systems, risk management systems and/or independent risk
advisory services (including third-party software licensing, implementation, data management and recovery
services); (viii) research, including third-party research and market data (excluding the cost of terminals or
other computer hardware incorporated in the cost of obtaining such research and market data), and legal
expenses; (ix) administration fees; (x) the Management Fee; (xi) clearing costs; (xii) exchange fees; (xiii)
insurance costs, including, without limitation, errors and omissions insurance (subject to applicable law);
(xiv) brokerage fees and bank charges; (xv) marketing and related travel expenses (including any
representative fees and expenses); and (xvi) any other expenses related to the purchase, sale or transmittal

of Client assets (including, without limitation, travel directly related to portfolio management, research or
structuring of the Client’s investments).

The allocation of expenses by the Adviser between it and a Client and among Clients represents a conflict
of interest for the Adviser. The Adviser has adopted an expense allocation policy that is designed to
address this conflict. The Adviser allocates expenses to each Client in accordance with the Client’s
Governing Documents. The Adviser will seek to allocate any shared expenses for products and services
benefitting multiple Clients or both the Adviser and a Client and not covered in the Client’s Governing
Documents, in a fair and reasonable manner.

Clients incur brokerage and other transaction costs. Please see Item 12, “Brokerage Practices” below for a
discussion of certain brokerage expenses. The Adviser has no affiliated broker-dealers.

Item 7.      Types of Clients

The Clients consist of pooled investment vehicles. Any initial and additional subscription minimums with
respect to investment in a Client are disclosed in the Governing Documents for each Client.