AWM Investment Company Inc

Item 5         Fees and Compensation
AWM receives a management fee from each of the Funds quarterly in arrears. AWM receives a
fixed fee of 1.5% of the net managed assets per annum from SSFQP, the Cayman Fund, the Tech
Funds, the Private Equity Fund, and the Life Sciences Fund. For the Innovation Funds, AWM
receives 2% per annum of the aggregate amount of capital contributions in respect of the
investments that have not been the subject of a disposition as of the first day of a quarter. Any
fees received by AWM, the Life Sciences Innovation GP, LLC (“LSIGP”) or an affiliate of the
Innovation Funds related to portfolio investments in the Innovation Funds, will be used to offset
those management fees on a dollar-for-dollar basis. Fees charged by the separate unit class of
SSFQP are at the full discretion of the General Partner. Fees are not negotiable.

Morgan Stanley & Co. serves as custodian for SSFQP, the Cayman Fund, the Tech Funds, the
Private Equity Fund and the Life Sciences Fund, and directly debits its fee based on those Funds’
assets. Each Fund is also responsible for its share of brokerage and transaction costs. More
information regarding brokerage may be found under Item 12 of this brochure.

For a comprehensive list of expenses related specifically to one of the Funds and the Funds’
separate unit classes, please refer to that Fund’s Limited Partnership Agreement, Private
Placement Memorandum, and subscription documents.

Item 7 Types of Clients
AWM provides investment management services to funds which are exempt from registration
under the Investment Company Act of 1940 under sections 3(c)1 or 3(c)7 of the Act. AWM may
also provide investment advice to a co-investment held in a separate unit class of SSFQP. A
3(c)1 fund requires an investor to be an “accredited investor” as defined under Regulation D and
a “qualified client” as defined in the Investment Advisers Act of 1940, with a net worth of at
least $2.2 million, excluding the value of their primary residence.

A 3(c)7 fund requires an investor to be a “qualified purchaser” within the meaning of Section
3(c)7 of the Investment Company Act of 1940, as amended. A qualified purchaser is generally
defined as someone having at least $5 million in investments. Further criteria to meet the
definitions of accredited investor, qualified client and qualified purchaser may be found in the
subscription documents for each of the Funds. The Fund names and minimum investment
requirements are listed below:

Special Situations Fund III QP, L.P.is a 3(c)7 fund with a minimum initial investment
requirement of $100,000.

Special Situations Cayman Fund, L.P. is a 3(c)1 fund with a minimum initial investment
requirement of $100,000.

Special Situations Technology Fund II, L.P.is a 3(c)7 fund with a minimum initial investment
requirement of $100,000.

Special Situations Technology Fund, L.P.is a 3(c)1 fund with a minimum initial investment
requirement of $100,000.

Special Situations Life Sciences Fund, L.P.is a 3(c)1 fund with a minimum initial investment
requirement of $250,000.

Special Situations Private Equity Fund, L.P.is a 3(c)1 fund with a minimum initial investment
requirement of $100,000.

Life Sciences Innovation Fund, L.P. is a closed end 3(c)1 fund with a minimum commitment
of $100,000, which had its final closing on December 31, 2018.

Life Sciences Innovation Fund II, L.P. is a closed end 3(c)1 fund with a minimum commitment
of $100,000.