Fidus Investment Advisors LLC

Item 5.        Fees and Compensation

All Underlying Investors and prospective investors should carefully review the Governing Documents
of the applicable Client in conjunction with this brochure for complete information on the fees and
compensation payable with respect to a particular Client.

FIC

The compensation paid to FIA by FIC is provided in an investment advisory agreement (the
“Advisory Agreement”) between FIC and FIA and is subject to renewal by FIC’s board of
directors on an annual basis. That compensation is divided into two components — a base
management fee and an incentive fee.

The base management fee is calculated at an annual rate of 1.75% based on the average value of
FIC’s total assets (excluding cash and cash equivalents but including assets purchased with
borrowed funds) at the end of the two most recently completed calendar quarters. The base
management fee is payable quarterly in arrears in cash.

The incentive fee has two parts. One part, referred to as the “income incentive fee,” is calculated
and payable quarterly in arrears based on FIC’s pre-incentive fee net investment income for the
quarter.

“Pre-incentive fee net investment income” means interest income, dividend income, and any
other income (including any other fee income such as commitment, origination, structuring,
diligence and consulting fees or other fees that FIC receives from its portfolio companies, but
excluding fees for providing managerial assistance) received or accrued during the calendar
quarter, minus operating expenses paid or accrued during the quarter (including the base
management fee paid or payable by FIC, any expenses payable under the administration
agreement and any interest expenses and dividends paid on any outstanding preferred stock, but
excluding the incentive fee).

Pre-incentive fee net investment income, expressed as percentage of the value of FIC’s net assets
(defined as total assets less indebtedness and before taking into account any incentive fees payable
during the period), at the end of the immediately preceding calendar quarter, is compared to a
“hurdle rate” of 2.0% per quarter. This part of the incentive fee is calculated independently each
calendar quarter and is not cumulative.

FIA receives an income incentive fee with respect to FIC’s pre-incentive fee net investment
income in each calendar quarter as follows:

   •   No income incentive fee in any calendar quarter in which FIC’s pre-incentive fee net
       investment income does not exceed the hurdle rate of 2.0%;

   •   100.0% of FIC’s pre-incentive fee net investment income with respect to that portion of
       such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is
       less than 2.5% in any calendar quarter. This portion of pre-incentive fee net
       investment income (which exceeds the hurdle rate but is less than 2.5%) is the “catch-
       up” provision that provides FIA with 20.0% of the pre-incentive fee net investment
       income as if a hurdle rate did not apply; and

   •   20.0% of the amount of FIC’s pre-incentive fee net investment income, if any, that
       exceeds 2.5% in any calendar quarter.

The second part of the incentive fee, referred to as the “capital gain incentive fee” and payable
in arrears at the end of each fiscal year, equals 20.0% of realized capital gains and unrealized
capital appreciation, if any, on a cumulative basis from inception of FIC through the end of the
fiscal year, if any (or if the Advisory Agreement between FIA and FIC is terminated, as of the
termination date), computed net of all realized capital losses and unrealized capital depreciation
on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive
fees under the Advisory Agreement.

FIA is responsible for compensation and routine overhead expenses for all investment
professionals to the extent they are engaged in providing investment advisory services to FIC.
However, FIC bears all other out-of-pocket costs and expenses of FIA’s operations and
transactions relating to FIC’s business, including, without limitation, those relating to:

   •   Calculating FIC’s net asset value (including the cost and expenses of any independent
       valuation firms);

   •   Fees and expenses incurred by FIA to third parties, including agents, consultants or other
       advisors, in connection with monitoring FIC’s portfolio or other financial and legal
       affairs related to FIC;

   •   Transaction expenses (please see Item 12 below for additional information on brokerage
       practices);

   •   Investments and performing due diligence on FIC’s prospective portfolio companies or
       otherwise relating to, or associated with, evaluating and making its investments,
       including dead deal costs for potential investments that are ultimately not closed;

   •   Investment advisory fees;

   •   Administration fees and expenses, if any, payable under any other agreement between
       FIA and FIC, such as the administration agreement, which may include payments based
       upon FIC’s allocable portion of FIA’s overhead in performing administrative services as
       agreed upon in an administration agreement, including rent and the allocable portion of
       the cost of FIA’s officers, including a chief compliance officer, chief financial officer, if
       any, and their respective staffs;

   •   Custodial fees and expenses;

   •   Costs of preparing and filing reports or other documents required by the SEC or other
       regulators;
   •   Direct costs and expenses of administration, including for the costs of printing, mailing,
       copying, secretarial and other staff, independent auditors, and legal;

   •   Proxy voting expenses; and

   •   All other expenses reasonably incurred by FIA or FIC in connection with
       administering FIC’s business.
...

Item 7.          Types of Clients

FIA provides investment management and advisory services to the following Clients:

   •      Fidus Investment Corporation, a Maryland corporation and a closed-end, non-diversified
          management investment company electing to be treated as a business development
          company under the Investment Company Act;

   •      Fidus Equity Opportunities Fund, L.P., a Delaware limited partnership and private
          investment fund, provided that FIA ceased providing such services to this Client as of

          December 31, 2025; and

   •      Fidus Credit Opportunities, L.P., a Delaware limited partnership and private investment
          fund.

The general partners of these Existing Funds have had the discretion to determine the minimum
dollar amount of commitments made to the Existing Funds by investors. Investors in the
Existing Funds must be “accredited investors” and “qualified clients” as defined under
applicable federal securities laws, unless otherwise determined by the general partners of the
Existing Funds.

FIA expects to manage or advise additional Clients in the future, some of which are expected to
make co-investments with other Clients. Such additional Clients may be managed or advised by
FIA on a discretionary or non-discretionary basis.

Underlying Investors in a Client may have conflicting investment, tax and other interests with
respect to such Client’s investments. The results of a Client’s activities may affect Underlying
Investors differently, depending on their different situations. As a consequence, conflicts of
interest may arise in connection with decisions made by FIA that benefits one Underlying
Investor over another Underlying Investor. In selecting and structuring investments for a Client,
FIA will consider the investment and tax objectives of the Client as a whole and not the
objectives of any individual Underlying Investor. However, there can be no assurance that a
result will not be more advantageous to some Underlying Investors than to other Underlying
Investors.