Glazer Capital LLC

Item 5: Fees and Compensation

A. Management Fees and Performance-Based Compensation

Management Fees

The fees applicable to each Fund are detailed in the Fund’s offering documents, including the
PPM. Fee structures for certain Funds can vary among different classes of interests within a
Fund.

Each Fund will typically pay the Firm (or its affiliates) a management fee ranging from 1-2% per
annum of the applicable Fund’s net assets. The management fee is calculated and payable
quarterly in advance based on the Fund’s net assets before taking into account estimated
accrued performance allocations and/or performance fees (as described below). One of the
Funds does not charge a management fee.

Generally, the management fee is adjusted on a pro rata basis to account for any contributions,
redemptions and withdrawals made during a calendar quarter, except to the extent provided
otherwise in a Fund offering document. In the event of a redemption or withdrawal by an
Investor other than as of the last day of a quarter, the Firm (or its affiliate) will pay or credit to
the applicable Fund for payment to, or credit to the account/shares of, the applicable Investor,
an amount equal to the pro rata portion of the management fee, based on the actual number
of months remaining in such quarter. The Firm may, in its sole discretion, waive, reduce, rebate
or discount all or any portion of the management fee for an Investor without notice to, or the
consent of, the other Investors.

For Managed Accounts, the terms of the management fee, such as the assets on which the
management fee is calculated and time of fee payment, may vary by agreement between the
Managed Account and the Firm. The management fees for Managed Accounts historically have
ranged between 1% and 2%. The management fee is calculated and payable monthly in
advance.

Performance-Based Compensation

As noted above with respect to management fees, the performance allocation and/or
performance fee (collectively, “performance compensation”) applicable to each Fund are
detailed in the Fund’s offering documents, including the PPM. Performance compensation
arrangements for certain Funds can vary among different classes of interests within a Fund.

The Firm (or its affiliates) receives performance compensation of between 20% and 30% of the
net profits of each Fund (realized and unrealized) for the applicable fiscal period. Performance
compensation is charged at the end of each calendar year or when an Investor redeems or
withdraws. Once allocated or paid (as applicable), performance compensation will not be
reversed, even if the Investor realizes net losses in a subsequent fiscal period. For certain
Funds, performance compensation is subject to a performance hurdle that is set forth in the
Fund’s offering documents.

Performance compensation is subject to a loss carry forward limitation, or “high water mark,”
so that no performance compensation is charged until prior net losses allocated to an
Investor’s capital account or series of shares, as applicable, are recouped and the net asset

Glazer Capital, LLC                                                          Form ADV Part 2A

value of the Investor’s capital account or series of shares exceeds the previous highest net
asset value upon which performance compensation was made.

Calculation of the performance compensation is adjusted to take into account any distributions
to, or redemptions or withdrawals by an Investor, with the amount of prior net losses that
must be recouped before performance compensation is charged, being reduced in proportion
to the distribution, redemption or withdrawal. Adjustments are made in the calculation of the
performance compensation to reflect additions made to accounts during the period. The Firm,
in its sole discretion, may waive or reduce the performance compensation charged to an
Investor and may otherwise vary the terms of the performance compensation by agreement
with that Investor without notice to, or the consent of, the other Investors.

For Managed Accounts, the Firm typically receives up to 20% of the net profits (realized and
unrealized) for the applicable fiscal period, but such percentage may vary from Managed
Account to Managed Account. Beneficial owners of Managed Accounts are urged to review
their investment management agreement for the actual performance compensation
applicable to them.

As more fully described in Item 4.C above, the Firm enters into side letter agreements with
Investors that will result in different terms of an investment in a Fund, including different fee
and compensation terms, than the terms applicable to other Investors in that Fund.

B. Fund Expenses and Other Costs

In addition to those fees and charges described above, Clients will bear additional fees and
expenses. The expenses borne by a specific Client are detailed in the Client’s governing
documents. The following is a non-exhaustive list of expenses borne by Clients (which vary
from Client to Client):

    (i) expenses related to the research, execution and monitoring of actual and prospective
        investments (whether or not consummated) and the consummation of investments,
        including, without limitation, the following: third-party investment sourcing fees;
        expert consultant fees; fees and expenses of and related to obtaining research,
        analytics and market data (including, without limitation, any information technology
        hardware, software and data subscriptions (such as Bloomberg and FactSet) or other
        technology incorporated into the cost of obtaining such research and market data);
        due diligence expenses including, without limitation, consulting and appraisal fees;
        investment- and research-related travel expenses; any outsourced trading provider
        fees; brokerage and prime brokerage fees, commissions and expenses (including the
...

Item 7: Types of Clients

The Firm provides investment advisory and management services to the Funds and may
provide investment advisory and management service to Managed Accounts, each as
described above. Managed Accounts have included pension plans in the past, and in the future
may also include one or more of the following: high net worth individuals, family offices, funds
of hedge funds, endowments, foundations, trusts, charitable organizations, and corporate or
business entities that generally qualify as “accredited investors” (as defined in Rule 501 under
the Securities Act of 1933, as amended).

The minimum initial investment amount for investors in a Fund is generally at least $250,000
or $500,000, depending on the Fund. This requirement can be waived or reduced with respect
to one or more investors at the discretion of the general partner or the board of directors of
the respective Fund to the extent permitted by applicable law, and subject to minimum initial
investment requirements for Funds organized in the Cayman Islands, which law currently
requires a minimum initial investment amount of US$100,000 or its foreign currency

Glazer Capital, LLC                                                            Form ADV Part 2A

equivalent. The minimum investment for any Managed Account, and any other conditions for
opening and maintaining a Managed Account, will be determined on a case-by-case basis.