Crosslayer Capital Management LLC

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Crosslayer Capital Management LLC
CRD #318810
SEC #801-134030
CIK #
AUM 235.6 M (2026-04-09)
Employees 3 (100% Investors, 0% Brokers)
Fees
Minimum
Phone4157971670100
Address
Source [IAPD] [Website] [LinkedIn]
Total AUM ($M)
2502001501005002010201520212027
Fees and Compensation — Form ADV Part 2A (3/27/2026) [Brochure]
ITEM 5: FEES AND COMPENSATION

CrossLayer is compensated in connection with providing advisory services to its Funds as described
below, and as described in more detail in the Governing Documents.

CrossLayer may enter into different fee arrangements on an investor-by-investor basis, at its sole
discretion.

Management Fee

The management fee (“Management Fee”) is based on committed or invested capital in accordance
with the terms of the Governing Documents of the relevant Fund. The Adviser’s current Management
Fee is typically 1% of capital committed per annum to the relevant Fund during the investment period.
The precise amount of, and the manner and calculation of, the Management Fee for each Fund are
established by the Adviser and are set forth in such Fund’s Governing Documents. The Management
Fee is paid quarterly, in advance, and deducted directly from the relevant Fund’s account. Prorated
refunds will be provided for partial quarters, or fees paid in advance, if any, to the extent applicable. Some
investors, e.g., the Adviser and its affiliates, generally do not bear a Management Fee as may be
determined by the Firm in its sole discretion.

Performance Fee

CrossLayer also receives performance-based allocations (“Carried Interest”) from its Funds. The fee
schedule for Carried Interest has been omitted because the brochure is delivered only to “qualified
purchasers” as defined in section 2(a)(51)(A) of the Investment Company Act of 1940, and
“accredited investors” as defined in Rule 501(a) of Regulation D under the Securities Act of 1933.
For additional information, please refer to the specific Governing Documents for each Fund.

Charged by Managers of the Underlying Funds

In addition to the fees mentioned above, managers of the Underlying Funds also charge fees,
resulting in an indirect layering of fees. For example, a manager of an Underlying Fund may
receive an annual management fee ranging from 1% to 2.5% annually and, in most cases, a
performance-based fee, of 20% - 30% of investment profits.

Expenses

Consistent with each Fund’s Governing Documents, each Fund bears its own expenses, including
certain organizational expenses and certain operating expenses. Occasionally, certain expenses
(generally, organizational expenses) in excess of a maximum amount will be borne either by the
relevant Fund’s General Partner or by the Adviser.

Adviser Expenses

The Adviser bears certain expenses and costs associated with the performance of its services,
including expenses related to the Adviser’s rent, utilities, and other office overhead expenses such as
supplies and equipment except those referenced below in “Fund Expenses.”

Fund Expenses

Consistent with each Fund’s Governing Documents, each Fund bears its own expenses, including
organizational and ongoing operating expenses. In addition to the Management Fee, the Funds will
pay and bear expenses related to their operations, except to the extent such expenses are borne by the
General Partner, the Adviser, or their respective affiliates. Investors in the Funds (“Limited
Partners”) will indirectly bear these expenses in accordance with the terms of the Governing
Documents.

The amount of such Fund expenses will be substantial and will reduce the actual returns realized by
the Limited Partners on their investment in the Funds and, in certain circumstances, may reduce the
amount of capital available to be deployed by the Funds in investments. Fund expenses may include

recurring and regular items, as well as extraordinary expenses that may be difficult to budget or
forecast, and the total amount of expenses incurred may exceed expectations.

From time to time, the Adviser will determine whether certain fees, costs, and expenses are to be
borne by the Funds, on the one hand, or the Adviser on the other hand, and/or whether certain fees,
costs, and expenses should be allocated between the Funds and other parties (each such party,
including potentially a third party, along with the Adviser, an “Allocable Party”). Such expenses
will be allocated in a manner believed to be fair and equitable, which may not be proportional,
taking into account the relevant facts and circumstances.

Certain expenses may initially be borne by the General Partner, the Adviser, or their affiliates and
subsequently reimbursed by a Fund, to the extent permitted by the applicable Governing
Documents. In addition, a Fund may pay expenses that are common to multiple Funds or accounts
managed and/or advised by the Adviser or its affiliates and may be reimbursed by such other funds
or accounts for their allocable share of such expenses, without interest.

Expenses that may be borne by the Funds include but are not limited to: (a) all fees, costs, expenses,
liabilities and obligations attributable to sourcing, structuring, organizing, acquiring, managing,
undergoing diligence, operating, holding (including expenses of tracking software), hedging,
taking public or private, valuing, winding up, liquidating, or dissolving and disposing of a Fund’s
investments (including interest and fees on money borrowed by a Fund, the General Partner, the
Adviser or their respective affiliates on behalf of a Fund, as well as registration, brokerage,
finders’, custodial, and other similar fees), whether consummated or unconsummated and whether
or not such activities are successful; (b) indebtedness of, or guarantees made by, the General
Partner, the Adviser or their respective affiliates on behalf of a Fund (including any margin loan,
credit facility, loan commitment, letter of credit or similar arrangements), including any principal,
interest or fees and expenses with respect thereto, or any fees and expenses relating to evaluating,
negotiating or seeking to put in place any such indebtedness or guarantee; (c) legal, accounting,
asset and financial administration, custodian, bookkeeping, recordkeeping professional services
...
Account Minimums and Types of Clients — Form ADV Part 2A (3/27/2026) [Brochure]
ITEM 7: TYPES OF CLIENTS

CrossLayer currently provides investment advisory services solely to the Funds, as described in Item
4 above.

CrossLayer has a minimum capital commitment of $1M which may be waived at the General
Partner’s discretion.
Type Form D Funds Date Sold AUM
PE Crosslayer Capital Fund II LP [2025-06-27] 27.3 M 2.8 M
Filed 2025-09-30 (D/A) · Exemption 506(c), 3(c), 3(c)(1), 3(c)(7) · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
PE Crosslayer Capital Fund I LP [2022-07-19] 121.9 M 129.2 M
Filed 2025-03-21 (D/A) · Exemption 506(b), 3(c), 3(c)(1), 3(c)(7) · Remaining Indefinite · Duration More than one year · Revenue Decline to Disclose
AUM Breakdown Accounts AUM ($M)
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 4 235.6
(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 4 235.6
By Discretionary
Discretionary 4 235.6
Non-Discretionary 0 0.0
Total 4 235.6
By Non-United States Persons
Non-United States Persons 134.6
United States Persons 101.1
Total 4 235.6
Form D Directors Role # Filings # Firms 2011 - 2026
Andrew Myers Executive Officer, Promoter 14 2
Thomas Rogers Promoter 8 2
General Partner Crosslayer Capital Fund II GP LLC Promoter 2 2
Wally Hansen Promoter 2 2
Crosslayer Capital Management LLC Promoter 1 1
General Partner Crosslayer Capital Fund I GP LLC Promoter 1 1
Crosslayer Capital Fund I GP LLC Promoter 1 1
Firm Profile (Form ADV)
ServesInstitutional
Fund TypesHedge Fund, Private Equity
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