Fathom Point Capital LLC

Item 5: Fees and Compensation

Item 5.A. Compensation for Advisory Services

The Investment SPV Governing Documents disclose the fees associated with participation in the
Investment Program and the Investment SPVs. Fathom Point does not earn a management fee from the
Investment SPVs. However, the Firm is compensated for its advisory services through a fee negotiated
with Program Participants (“Exclusivity Fees”) equal to 1.0% of each Program Participant’s Program
Commitment. Such Exclusivity Fees will be paid during the Investment Program’s exclusivity period.

In general, Exclusivity Fees are not negotiable. However, Fathom Point is permitted to enter into side
letters or similar agreements with certain Program Participants and Participating Investors that have the
effect of establishing rights under, or altering or supplementing the terms (including economic or
otherwise) of, the relevant Investment SPV Governing Documents with respect to such parties. See the
Conflicts of Interest section in Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss for a
further discussion of side letters.

In addition to Exclusivity Fees, the Firm generally will receive a performance fee or carried interest, as
described in Item 6 – Performance Based Fees. Any performance-based compensation will be paid in
accordance with Section 205(3) of the Advisers Act and the rules promulgated thereunder, which specify
certain qualification thresholds for investors being assessed such a fee. Please refer to the Investment SPV
Governing Documents for additional information regarding Exclusivity Fees.

Item 5.B. Payment of Fees

Pursuant to the terms of the Program Agreement, each Program Participant pays Exclusivity Fees quarterly
in advance.

Item 5.C. Other Fees & Expenses

Other Fees and Compensation to the Adviser and its Affiliates

Monitoring Fees

For each Program Investment, Fathom Point shall be permitted to receive from the target Portfolio
Company an annual monitoring fee equal to the lesser of (i) 5% of the trailing twelve-month earnings before
interest taxes depreciation and amortization of such Portfolio Company and (ii) $2 million (the
“Monitoring Fee”); provided that in no event will such annual Monitoring Fee be less than $500,000.

Each Program Participant will receive a reduction in its Exclusivity Fees equal to its proportionate share
(based on the amount invested in the relevant Portfolio Company by each Program Participant) of the
Monitoring Fees that Fathom Point receives from a Portfolio Company associated with the Investment SPV
in which such Program Participant participates (such amount, the “Fee Share Amount”). The Fee Share
Amount will be applied first to reduce such Program Participant’s Exclusivity Fee in the same quarterly
period for which such Monitoring Fee is payable, and then (to the extent such Program Participant’s Fee
Share Amount for such quarter exceeds the Exclusivity Fees payable by such Program Participant for such
quarter), to reduce future Exclusivity Fee installments until all Exclusivity Fees for such Program
Participant have been fully offset. Subject to the limitations included in the Investment SPV Governing
Documents, Fathom Point may retain any excess Monitoring Fees after fully offsetting the Exclusivity Fees.
Please refer to the Investment SPV Governing Documents for additional information regarding Monitoring
Fees.

Value Creation Group Fees and Expenses

Certain professionals who are employed or retained by the Firm may participate in the research and
assessment of investment opportunities and/or provide services to the Portfolio Companies (“Value
Creation Group”). Any fees and expenses charged by such professionals, including, without limitation,
salary, bonuses, benefits, travel costs, computer and related technology costs, due diligence services and/or
compensation structured as a percentage of appreciation of the Portfolio Companies or an Investment SPV,
will be charged to the applicable Portfolio Company (“Value Creation Group Fees and Expenses”). Any
fees paid and expenses reimbursed to the Value Creation Group in such a capacity will not offset Exclusivity
or Monitoring Fees. Please refer to the Investment SPV Governing Documents for additional information
regarding Value Creation Group Fees and Expenses.

Carried Interest

Participating Investors pay carried interest to Fathom Point, as further described in Item 6 – Performance-
Based Fees and Side-By-Side Management.

Broken Deal Costs

Subject to limitations contained in the Investment SPV Governing Documents, each Program Participant
shall be required to pay its Program Participation Percentage of all reasonable and documented third-party
transaction, financing, legal, accounting, advisory, sourcing, origination, research, diligence, maintenance,
custodial fees, travel and travel-related expenses, custodial fees, and administrative, regulatory and filing
fees and other expenses reasonably determined from time to time and incurred by Fathom Point in
connection with the acquisition or consummation of a potential Program Investment that ultimately is not
consummated (“Broken Deal Costs”). Please refer to the Investment SPV Governing Documents for
additional information regarding Broken Deal Costs.

Program Organizational Expenses

Subject to limitations contained in the Investment SPV Governing Documents, each Program Participant
shall bear its pro rata share (based on Program Commitments) of all out-of-pocket expenses incurred by
Investment Program Sponsors (which for the avoidance of doubt exclude internal costs, such as those of
their own personnel) in connection with the organization, funding and start-up of the Investment Program,
including legal costs incurred in connection with the preparation of documentation contemplated prior to
the Investment Program, including the negotiation of the Investment Program’s Form of Governing
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Item 7: Types of Clients

Fathom Point provides investment advisory and management services to the Investment SPVs. The
Investment SPVs are offered only to “accredited investors,” as defined in Rule 501(a) of Regulation D
under the Securities Act of 1933, as amended (the “Securities Act”), and to “qualified purchasers,” as
defined in Section 2(a)(51)(A) of the Investment Company Act of 1940, as amended (the “Investment
Company Act”), as applicable based on the Investment SPV Governing Documents.

The Investment SPVs rely on certain exclusions and exceptions from the definition of “investment
company” in the Investment Company Act. Accordingly, none of the Investment SPVs are registered as
investment companies with the SEC.

Investors in the Investment SPVs generally include high-net-worth individuals, family offices, and
institutional investors such as foundations, and endowments. These investors qualify as “accredited
investors,” “qualified clients,” and, unless waived by Fathom Point, “qualified purchasers” under the
Securities Act, the Advisers Act, and the Investment Company Act, respectively.