Arlington Management Employees LLC

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Arlington Management Employees LLC
CRD #160265
SEC #801-73842
CIK #
AUM 18.19 B (2026-03-31)
Employees 32 (97% Investors, 0% Brokers)
Fees
Minimum
Phone202-337-7500
Address7373 Wisconsin Ave
Bethesda, MD 20814
Source [IAPD] [Website] [LinkedIn]
Total AUM ($B)
2016128402010201520212027
Fees and Compensation — Form ADV Part 2A (3/31/2026) [Brochure]
FEES AND COMPENSATION

         In general, the Managers receive a management fee (“Management Fee”) paid by the
Funds in connection with the advisory services they provide. The Advisers or other Arlington
entities or affiliates receive additional compensation (“Supplemental Fees”) in connection with
management and other services performed for portfolio companies of the Funds and such
additional compensation will offset in whole or in part the Management Fee otherwise payable to
the Managers. Limited partners in the Funds also bear certain expenses. Supplemental Fees will
be offset only to the extent they are paid during the holding period of the relevant Fund, and
investors generally will not receive the benefit of Supplemental Fees paid prior to the Fund’s
acquisition, or following the Fund’s disposition, of the relevant portfolio company. Similarly, to
the extent a former Arlington employee becomes a consultant to, or employed by, a portfolio
company, no compensation earned by such former employee will offset the Management Fee,
whether or not such former employee has a remaining interest in the relevant Fund’s General
Partner or affiliated entity. Conversely, in the event that Arlington employs a person that
previously received compensation from a portfolio company, limited partners will receive the
benefit of any applicable offset only beginning as of the relevant start date of the person’s
employment with Arlington, and not with respect to any compensation paid prior to such date,
including equity grants made prior to the date of employment that vest thereafter. Where the
Governing Documents calculate Management Fees based on the amount of commitments or the
amount of investment contributions, the amount of Management Fees generally will not be reduced
based on reductions in investment value, except where specified by the relevant Governing
Documents. As a general matter, Management Fees will be payable during term extensions unless
otherwise agreed with investors. Broken deal expenses and other expenses relating to the diligence
or evaluation of a prospective investment are allocated among investors within a Fund regardless
of whether any individual investor negotiated for an elective or automatic contractual right that
would have excused them from participating in the investment. As is typical for private equity
funds, the Funds likely bear additional and greater fees and expenses, directly or indirectly, to the
extent a portfolio company (or intermediate entity) pays fees and expenses, including fees and
expenses of the Manager and its affiliates and company-level fees and expenses not covered by
the list of permissible expenses set forth in the Limited Partnership Agreements, resulting in the
Funds bearing additional fees and expenses than many other pooled investment products, such as
mutual funds. There can be no assurance that the benefits to investors will be commensurate with
such expenses. The relative percentage of these expenses that are borne by various stakeholders
(including the relevant Fund, any co-investors, portfolio company management and other persons)
is expected to depend upon the level at which such expenses are charged or incurred, and as a
result some stakeholders are expected to bear an amount of fees or expenses disproportionate to
the benefits they receive, or in some cases without receipt of any direct benefits. To the extent
brokerage fees are incurred, they will be incurred in accordance with the general practices set forth
in “Brokerage Practices.”

Management Fees

Fund I

        Fund I was liquidated on December 22, 2014. Fund I’s remaining assets and liabilities were
transferred to Arlington TSI, which does not charge a Management Fee.

Fund II

         Fund II was liquidated on December 18, 2024.

Fund III

         Fund III was liquidated on December 31, 2025.

Fund IV

        All investors and prospective investors should review the Limited Partnership Agreement
of Fund IV in conjunction with this Brochure for complete information on the fees and
compensation payable with respect to Fund IV. In certain circumstances, different Funds are
subject to different Management Fees and performance-based compensation arrangements.
Arlington reserves the right to exempt certain parties, including employees, affiliates and related
parties, from all or a portion of the Management Fee. In limited circumstances, the Management
Fee payable to Manager IV by individual investors in Fund IV may be negotiable. Investors and
prospective investors in Fund IV should note that similar advisory services may (or may not) be
available from other investment advisers for similar or lower fees. All clients are “qualified
purchasers” as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended
(together, with the rules and regulations promulgated thereunder, the “Investment Company
Act”), and therefore Arlington has not included specific fee information in response to this Item.

        The Management Fee, as determined on a quarterly basis, will be reduced by an amount
equal to 100% of Fund IV’s allocable portion of any break-up fees, transaction fees and monitoring
fees received by ACP GP IV, Manager IV or any of their respective managers, partners, members,
shareholders, officers or employees in their capacities as such from Fund IV portfolio companies,
during the immediately preceding quarterly period (the “Fund IV Offset Amount”). In addition,
the Management Fee payable in any quarterly period will be reduced by an amount equal to the
aggregate amount of all placement fees and excess organizational expenses paid or reimbursed by
Fund IV prior to such period, but only to the extent that the aggregate Management Fee previously
payable to Fund IV has not been reduced by such placement fees or excess organizational
expenses. Prior to any reduction of the Management Fee, any unapplied Fund IV Offset Amount
...
Account Minimums and Types of Clients — Form ADV Part 2A (3/31/2026) [Brochure]
TYPES OF CLIENTS

        AME provides investment advice solely to its Fund clients, and references throughout this
Brochure to “clients” and to the Advisers’ related duties to and practices on behalf of its clients
should be construed accordingly. Certain of the Funds include investment partnerships or other
investment entities formed under domestic or foreign laws and operated as exempt investment
pools under the Investment Company Act of 1940, as amended. The investors participating in the
Funds generally include individuals, banks or thrift institutions, other investment entities,
university endowments, sovereign wealth funds, family offices, pension and profit-sharing plans,
trusts, estates or charitable organizations or other corporations or business entities and often
include, directly or indirectly, principals or other personnel of AME and its affiliates and members
of their families, Operating Executives or other service providers retained by AME or a Fund, as
well as executives of portfolio companies.

        Fund IV, Fund V, Fund VI and Fund VII are closed to new investors. Otherwise, however,
Fund IV has a stated minimum investment amount of $5 million for third-party investors though
such limit was waived for certain investors. Fund V, Fund VI, Fund VII and Timber Coast each
has a stated minimum investment amount of $10 million for third-party investors though such
limits were waived for certain investors in Fund V, Fund VI and Fund VII. The Funds’ interests
were offered and sold solely to accredited investors within the meaning of the rules and regulations
promulgated under the U.S. Securities Act of 1933, as amended, who are also qualified clients (or
qualified knowledgeable employees or owners of the Advisers).
Type Form D Funds Date Sold AUM
PE Arlington Capital Partners VII LP [2026-03-31] 6,390.0 M
Filed 2025-06-25 (D) · Exemption 506(b), 3(c), 3(c)(7) · Remaining Indefinite · Duration One year or less · Commission $10,500,000 · Revenue Decline to Disclose
PE Arlington Capital Partners VI LP [2023-03-31] 2,890.6 M 5,148.5 M
Filed 2023-04-28 (D/A) · Exemption 506(b), 3(c), 3(c)(1), 3(c)(7) · Remaining Indefinite · Duration More than one year · Commission $2,375,000 · Revenue Decline to Disclose
PE Timber Coast Private Opportunities LP [2023-03-31] 318.9 M
Filed 2022-11-09 (D) · Exemption 506(b), 3(c), 3(c)(1), 3(c)(7) · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
PE Arlington Capital Partners V LP [2020-03-30] 4,912.3 M
Filed 2019-05-02 (D) · Exemption 506(b), 3(c), 3(c)(1), 3(c)(7) · Minimum $10,000,000 · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
PE Arlington Capital Partners IV LP [2016-08-05] 1,424.9 M
Filed 2016-07-14 (D) · Exemption 506(b), 3(c), 3(c)(1), 3(c)(7) · Minimum $5,000,000 · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
PE Arlington Capital Partners Employee Co-Investment LLC 2012-02-14 0.7 M
PE Arlington Capital Partners III LP [2012-02-14] 415.5 M 34.8 M
Offered $415,500,000 · Filed 2011-08-24 (D/A) · Exemption 506, 3(c), 3(c)(1), 3(c)(7) · Minimum $800,000 · Duration One year or less · Finder's Fee $653,368 · Revenue Decline to Disclose
PE Arlington Capital Partners II LP 2012-02-14 24.1 M
PE Arlington Capital Partners LP 2012-02-14 110.5 M
PE Arlington Capital Partners Offshore LP 2012-02-14 23.6 M
View All
AUM Breakdown Accounts AUM ($B)
By Client Type
(a) Individuals (other than high net worth individuals) 0 0.0
(b) Individuals (high net worth individuals) 0 0.0
(c) Banking or thrift institutions 0 0.0
(d) Investment companies 0 0.0
(e) Business development companies 0 0.0
(f) Pooled investment vehicles 5 18.2
(g) Pension and profit sharing plans 0 0.0
(h) Charitable organizations 0 0.0
(i) State or municipal government entities 0 0.0
(j) Other investment advisers 0 0.0
(k) Insurance companies 0 0.0
(l) Sovereign wealth funds and foreign official institutions 0 0.0
(m) Corporations or other businesses not listed above 0 0.0
(n) Other 0 0.0
Total 5 18.2
By Discretionary
Discretionary 5 18.2
Non-Discretionary 0 0.0
Total 5 18.2
By Non-United States Persons
Non-United States Persons 0.0
United States Persons 18.2
Total 5 18.2
Form D Directors Role # Filings # Firms 2011 - 2026
John Bates Executive Officer 12 3
Michael Lustbader Executive Officer 8 2
Matthew Altman Executive Officer 7 2
David Wodlinger Executive Officer 3 2
Peter Manos Executive Officer 6 1
Jeffrey Freed Executive Officer 2 1
Matthew Buckley Executive Officer 1 1
Robert Knibb Executive Officer 1 1
Perry Steiner Executive Officer 1 1
Firm Profile (Form ADV)
Discretionary AUM$0.8B
ServesInstitutional
Fund TypesPrivate Equity
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