Graphene Capital Management LP

Item 5.A: Advisory Fees and Compensation

In connection with providing investment advisory services to the Funds, the Funds will pay Graphene in
advance a monthly management fee (“Management Fee”) equal to approximately (i) 2.0% per annum of
the beginning balance of each Capital Account (“Capital Account”) or Net Asset Value (“Net Asset
Value”) attributable to a Standard Series Interest (“Standard Series Interest”) and (ii) 1.5% per annum of
the beginning balance of each Capital Account or Net Asset Value attributable to a Founders Series Interest

              Graphene Capital Management LP –Part 2A of Form ADV: Firm Brochure –March 27, 2026

(“Founders Series Interest”) in each case, prior to any accrual for or debiting of any Incentive Allocation
(“Incentive Allocation”) or any Management Fee that is being calculated.

Graphene Fund GP LLC, the general partner of the Funds (“General Partner”), in its discretion, may
reduce or modify the Management Fee with respect to any Shareholder (“Shareholder”), Limited Partners
(“Limited Partner” or “Limited Partners”), employee, or affiliate of the General Partner or Graphene
and certain other related persons. Neither Graphene’s nor its General Partner’s Capital Accounts will be
subject to any Management Fee.

Incentive Allocation

An incentive allocation for the General Partner will be charged to the Funds and is generally equal to (i)
15% for each Capital Account attributable to a Founders Series Interest and (ii) 20% of each Capital
Account attributable to a Standard Series Interest (“Incentive Allocation”). The specific terms and
applicable conditions of the Incentive Allocation payable to the General Partner are set forth in the
applicable offering documents. The General Partner, in its sole discretion, may reduce or modify the
Incentive Allocation with respect to any Shareholder, Limited Partners, employee, or affiliate of the
General Partner or Graphene and certain other related persons.

Item 5.B: Payment of Fees

Graphene deducts the Management Fee at the frequency discussed above in response to Item 5.A.

Item 5.C: Other Fees and Expenses

The Funds will bear its pro rata share of the aggregate organizational and initial offering expenses of the
Funds and the General Partner, including all expenses relating to the negotiation of the Seed Investment
(“Seed Investment”). The General Partner intends to amortize such expenses over a period of up to 60
months, beginning on the initial Closing Date (“Closing Date”). Such amortization of organizational and
initial offering expenses is a divergence from U.S. generally accepted accounting principles (“GAAP”),
and such divergence may, in certain circumstances, result in a qualification of the Funds’ annual audited
financial statements.

In addition, the Funds will bear the expenses incidental to the operations and business of the Funds which
may include, but are not limited to, the Management Fee and fees payable to the Administrator; legal,
accounting, valuation, administrative, auditing, tax preparation and other professional expenses; the fees
and expenses of the Funds’ board of directors (the “Board of Directors”), the Funds’ independent advisory
committee (the “Advisory Committee”) and the Fund Advisory Committee (“Fund Advisory
Committee”), the fees and expenses of the AML Officers (“AML Officers”) of the Funds; costs and
expenses of any directors and officers liability insurance and professional liability insurance obtained on
behalf of the Funds; costs and expenses related to the Funds’ investment program, including expenses
related to sourcing deals, broken deal fees and expenses and all unreimbursed expenses incurred in
connection with the actual or proposed sourcing, holding, managing, supervising, pledging, sale or other
disposition of all or any portion of assets held by the Funds, including the costs of organizing and offering
any co-investment vehicles that are not consummated, and any indemnification obligation arising with
respect to any investment or prospective investment; investment research (including expenses related to
news, quotation, statistics and pricing services, hardware, software, databases and other technical and
telecommunications services and equipment used in the investment management process, and expenses
related to third-party services); expenses incurred within the first 12 months of the launch of the Funds
relating to order management, portfolio management and risk management systems and services (including
costs relating to order management systems) and other expenses related to the investment decision and
monitoring process; expenses incurred within the first 12 months of the launch of the Funds relating to

              Graphene Capital Management LP –Part 2A of Form ADV: Firm Brochure –March 27, 2026

middle-office services or back-office support services provided by the Administrator or another third party
(including costs and expenses of consultants) and related connectivity expenses; brokerage commissions,
currency and other hedging costs, spreads, mark-ups on securities, swaps and futures, exchange fees and
other transaction-related costs and interest; commitment and other fees and expenses in connection with
borrowings; filing fees and expenses; custodial fees and bank services fees; expenses in connection with
the ongoing offering of the Interests (“Interests”) and/or Shares (“Shares”), including the cost of
producing, updating and distributing offering memoranda and other materials to prospective and current
investors; costs of printing and distributing periodic and annual reports and statements; regulatory and
compliance expenses directly related to the Funds’ assets such as fees payable to the Cayman Islands
Monetary Authority (“CIMA”), Form PF or similar reporting; registered offices fees and expenses;
extraordinary expenses (e.g., litigation costs and indemnification obligations) that the Funds may incur;
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Item 7: Types of Clients

Graphene provides investment advisory services to privately offered pooled investment vehicles, which are
intended for investment by certain investors who meet the definition of an Accredited Investor and/or a
Qualified Purchaser, as defined by the Investment Company Act of 1940.

The minimum initial and subsequent subscription amounts required by the Investors of the Funds are
detailed within the relevant offering documents or the Advisory Agreements and are subject to the
discretion of the General Partner.