Granite Point Capital Management LP

Item 5.        Fees and Compensation

A. Management Fees and Performance Allocation
Granite Point receives compensation from the Fund comprised of fees based on a percentage of
assets under management and performance-based amounts, depending on fund performance (after
calculation and accrual of management fees). The performance-based compensation is in the form
of a profit allocation from the Fund to the General Partner of the Fund. The management fee is
typically paid monthly in arrears (based on net asset value) by deducting the fee from the Fund
investors’ capital accounts and is pro-rated for intra-year capital contributions and withdrawals.

Other than Special Investments, the performance allocation is based on realized and unrealized
gains (based on increase in net assets) determined as of the last business day of each year or upon
a Fund investor’s withdrawal of capital, subject to a high-water mark.

We charge an annual performance allocation on our hedge funds generally between 15% - 20%
which is subject to a high-water mark and a 1.5% - 2% management fee. Fees on our private equity
fund (Select Opportunities) are dependent upon the class invested.

B. Payment of Fees.

The performance allocation fee is deducted from an investor’s capital account as of the last
business day of the year in arrears and the Management Fee is typically deducted monthly in
arrears or at time of capital withdrawal.

Compensation payable to Granite Point is negotiable under certain circumstances (such as the
size of an individual investment or the overall amounts allocated to us over time). Granite Point
may, in its discretion, waive all or a portion of its management fees or performance-based
compensation for a particular investor. An investor may pay a management fee that is higher or
lower than that of another investor, based on factors such as the amount of assets managed for the
investor overall.

Series Fund investors who invested in the first 12 months from inception of the Series Funds were
offered a reduced fee structure for the first two years of their investment, and this was documented
via side letters with each investor.

C. Other Fees and Expenses

The Funds pay such out-of-pocket costs and expenses as we determine to be necessary or advisable
to the conduct of our business, including without limitation:

For Granite Point Capital Master Fund, LP, the Partnership bears its own operating expenses and

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its pro rata share of the Master Fund's expenses, including, but not limited to, investment expenses
(e.g., brokerage commissions, expenses relating to short sales, expenses related to the purchase
and sale of illiquid securities, clearing and settlement charges, custodial fees, bank service fees
and interest expenses, consulting and other professional fees relating to particular investments);
legal expenses; professional fees relating to investments; accounting expenses; auditing and tax
preparation expenses; costs of printing and mailing reports and notices; entity-level taxes; fees to
the Administrator, corporate licensing; regulatory expenses; filing and license fees; organizational
expenses; expenses incurred in connection with the offering and sale of the limited partnership
interests and other similar expenses related to the Partnership and the Master Fund; and
extraordinary expenses. Such expenses will be shared by all of the Partners, including the General
Partner; provided, however, that the General Partner may, in its discretion, specially allocate
expenses to a Partner's capital account to reflect such Partner's interest in Special Investment
Accounts in proportion to their respective participating percentage interest therein. A portion or
all of the organizational expenses and/or the operating expenses may be borne by the Investment
Manager, in its sole discretion.

For the Series Fund and the Select Opportunities Fund, the Partnership will bear all costs and
expenses related to the organization of the Partnership and the costs incurred in connection with
the initial issuance of Interests, including legal and accounting fees, document production and
printing costs, federal and state filing fees, and other related expenses. The Partnership will bear
all costs and expenses related to its investments and its operations, including, without limitation,
brokerage and other transaction costs, clearing and settlement charges, interest and commitment
fees on debit balances or borrowings, borrowing charges on securities sold short, costs of any
liability insurance obtained on behalf of the Partnership, custody fees, costs of any litigation or
investigation involving Partnership activities, indemnification expenses, the Management Fee,
consulting expenses, the fees and expenses of professionals providing services to the Partnership,
including legal, audit, accounting, tax and administration, any issue or transfer taxes chargeable in
connection with any securities transactions, any entity level taxes, regulatory costs, filing and
license fees, research and research-related travel expenses, the costs of reporting and providing
information to Limited Partners and any extraordinary expenses.

D. Additional Compensation and Conflicts of Interest.

We are not compensated for the sale of securities or other investment products, and we are not
affiliated with any broker-dealers.

Granite Point sometimes approves one or more firm employees to act as representatives on the
board of directors of certain companies in which the Funds invest. These firm employees are
sometimes, but not always, compensated for their service on the Board. Compensation is in the
form of cash compensation or equity. This represents a conflict of interest in that the employee has
a fiduciary duty to two different entities – the Fund as well as the company. Granite Point has
...

Item 7.        Types of Clients

Granite Point provides investment supervisory services to private investment funds. Investment
advice is provided directly to a private fund client, subject to our direction and control, and not
individually to Fund investors. Our investor base is comprised of accredited investors and
institutions, including Mr. Lammert and his family members and other Principals of the Investment
Manager.

Minimum Investment Requirement:

The minimum initial investment amount for investors in our Fund’s is typically $1,000,000.

While the Fund(s) offering documents generally limit initial investments to at least $1,000,000,
Granite Point may waive the minimum in its discretion. Factors that may be considered in
waiving such minimum are the size of an investment in the Fund and the overall amounts
allocated to us for management by the investor.