Forester Capital LLC

Item 5. Fees and Compensation

Asset-Based Compensation

Forester charges investors in the Forester Funds (other than RPF, FSO, FSO II, the Co-investment Fund
and the Forester Insurance Fund) an asset-based management fee of: (i) 0.95% per annum for A2/A3
Interest investors; and (ii) 0.75% per annum for B2/B3 Interest investors. Forester currently charges
investors in RPF an asset-based management fee of: (i) 1.00% per annum for Founders A Interest investors
and (ii) 1.25% per annum for A1 Interest investors. Forester currently charges investors in FSO and FSO II
an asset-based management fee of 0.25% per annum on invested capital. Forester currently charges
investors in the Co-investment Fund an asset-based management fee of 0.5% per annum. The fees
described in this paragraph are collectively referred to herein as the “Management Fee”.

The Management Fee is paid in arrears as of the end of each calendar quarter based on the value of the
net assets of each Forester Fund as of the last day of the quarter. The Management Fee is adjusted for
subscriptions and withdrawals/redemptions and calculated without accrual of any performance fees or
allocations (as described below), if any. Each Forester Fund will pay the Management Fee in U.S. dollars
promptly after the end of each quarter. In the event that Forester is not acting as the investment manager
for an entire calendar quarter, the Management Fee payable by the Forester Fund for such quarter will be
prorated to reflect the portion of such quarter during which Forester is acting as such under the relevant
investment management agreement.

Investors in the Forester Insurance Fund are charged an asset-based subadvisory fee of: (i) 0.95% per
annum for A2/A3 Interest investors; and (ii) 0.75% per annum for B2/B3/Three-Year Interest investors (the
“Subadvisory Fee”). The Subadvisory Fee is computed based on the net asset value of the Forester
Insurance Fund attributable to the capital account of each limited partner therein on the first business day
of each month. The Subadvisory Fee is paid to Forester by the investment manager of the Forester
Insurance Fund. Forester is currently offering a reduced subadvisory fee of (i) 0.85% per annum for A2/A3
Interest investors; and (ii) 0.50% per annum for B2/B3/Three-Year Interest investors until the Forester
Insurance Fund exceeds a certain asset threshold.
Forester currently waives, and may in the future waive, in its sole discretion, the Management Fee or
Subadvisory Fee for investors in the Forester Funds that are members, principals, employees or affiliates
of Forester, and/or for certain large or strategic investors.

Asset-based management fees for the Forester Funds are non-negotiable.

Performance-Based Compensation

A2 and A3 Interest investors in the Forester Funds (other than RPF, FSO, FSO II, the Co-investment Fund
and the Forester Insurance Fund) are charged a performance-based fee or allocation (each, performance-
based compensation), which is equal to 3% of the net profits (including net unrealized gains), if any, over a
5% per annum hurdle of each Forester Fund in which such investors are invested, subject to a loss
carryforward provision. Founders A Interest investors in the RPF are charged a performance-based fee or
allocation (each, performance- based compensation), which is equal to 3% of the net profits (including net
unrealized gains), if any, over a 5% per annum hurdle of each fund in which such investors are invested,
subject to a loss carryforward provision. A1 Interest investors in the RPF are charged a performance-based
fee or allocation (each, performance- based compensation), which is equal to 17.5% of the net profits
(including net unrealized gains), if any, over a 5% per annum hurdle of each fund in which such investors
are invested, subject to a loss carryforward provision. Investors in FSO and FSO II are charged
performance-based compensation equal to 15% of the net profits (including net unrealized gains), if any,
over a 5% per annum hurdle, subject to a loss carryforward provision. Investors in the Co-investment Fund
are charged performance-based compensation ranging from 5% to 7.5% of net profits at the time of
distribution. The performance-based compensation for each Forester Fund (excluding the Co-investment
Fund and the Forester Insurance Fund) is payable at the end of each fiscal year, upon an investor’s
withdrawal/redemption of interests and/or upon dissolution of the Forester Fund. Performance-based
compensation will be paid to Forester or to a related person of Forester.

A2/A3/Three-Year Interest investors in the Forester Insurance Fund are not currently being charged

Item 7. Types of Clients

Forester currently provides investment advisory services to the Forester Clients. Investment advice is
provided directly to the Forester Funds and not individually to investors in the Forester Funds.

Investors in the Forester Funds are based in the U.S. and outside of the U.S. and consist of endowments,
foundations, charitable organizations, pension and profit sharing plans, high net worth individuals, private

funds, family offices, trusts, estates, corporations, insurance companies and other business entities.
Forester does not have a minimum size for a Forester Fund.

Although Forester does not maintain a specific minimum dollar value of assets or other formal requirements
for opening or maintaining a separately managed account, Forester’s account services are directed toward
institutional investors who are prepared to invest a substantial amount in any such account.
With respect to each Forester Fund, initial and additional subscription minimums are disclosed in the
relevant fund’s offering memorandum. The respective minimum initial and subsequent investment amounts
are subject to waiver or reduction in the sole discretion of Forester.