Kennedy Lewis Capital Holdings LLC

Item 5.          Fees and Compensation

Advisory Fees and Compensation.

Under an investment advisory agreement between the Client and the Adviser (the “Advisory
Agreement”), the Client pays the Adviser a fee for investment management services consisting of
a base management fee (the “Base Management Fee”) and an incentive fee (the “Incentive Fee”),
as more fully discussed in the Client’s Governing Documents.

Base Management Fee. The Client pays the Adviser a Base Management Fee equal to an annual
rate of 1.25% of the average of the Client’s net assets, at the end of the two most recently completed
quarters. The Base Management Fee is payable quarterly in arrears.

Incentive Fee. The Incentive Fee consists of two components that are independent of each other,
with the result that one component may be payable even if the other is not. A portion of the
Incentive Fee is based on a percentage of income, which is payable quarterly in arrears if the pre-
incentive fee net investment income returns in any calendar quarter exceed the hurdle rate of 1.25%
per quarter (5.0% annualized) and a portion is based on a percentage of capital gains, payable in
arrears as of the end of each calendar year in an amount equal to 12.5% of cumulative realized
capital gains from inception through the end of such calendar, each as described in more detail in
the Client’s Governing Documents.

Expenses.

All investment professionals of the Adviser, when and to the extent engaged in providing
investment advisory and management services to the Client, and the compensation and routine
compensation-related overhead expenses of personnel allocable to these services to the Client, are
provided and paid for by the Adviser and not by the Client. The Client bears all other out-of-pocket
costs and expenses of its operations and transactions, including, without limitation, those relating
to:

   •      all direct and indirect costs and expenses incurred by the Adviser for office space rental,
          office equipment, utilities, and other non-compensation related overhead allocable to
          performance of investment advisory services under the Advisory Agreement by the
          Adviser, including the costs and expenses of due diligence of potential investments,
          monitoring performance of the Client’s investments, serving as trustees and officers of
          portfolio companies, providing managerial assistance to portfolio companies, enforcing the
          Client’s rights in respect of its investments and disposing of investments;

   •      organizational and offering expenses;

   •      expenses incurred in valuing the Client’s assets and computing its net asset value per share
          (including the cost and expenses of any independent valuation firm);

   •      expenses incurred by the Client’s administrator or payable to third parties, including
          agents, consultants, or other advisors, in monitoring financial and legal affairs for the Client
          and in monitoring the Client’s investments and performing due diligence on the Client’s

FORM ADV PART 2A                KENNEDY LEWIS CAPITAL HOLDINGS LLC                     MARCH 31, 2026

       prospective portfolio companies or otherwise related to, or associated with, evaluating and
       making investments;

   •   interest payable on debt, if any, incurred to finance the Client’s investments and other fees
       and expenses related to the Client’s borrowings;

   •   expenses related to unsuccessful portfolio acquisition efforts;

   •   offerings of the Client’s common shares (“Common Shares”) and other securities
       (including underwriting, placement agent, and similar fees and commissions);

   •   Base Management Fees and Incentive Fees;

   •   third-party investor hosting and similar platforms and service providers;

   •   administration fees;

   •   transfer agent and custody fees and expenses;

   •   federal and state registration fees;

   •   all costs of registration and listing the Client’s Common Shares on any securities exchange;

   •   federal, state, and local taxes;

   •   fees and expenses of trustees who are not “interested persons” as defined in Section
       2(a)(19) of the 1940 Act (“Independent Trustees”);

   •   costs of preparing and filing reports or other documents required by the SEC or other
       regulators;

   •   costs of any reports, proxy statements, or other notices to shareholders, including printing
       costs;

   •   the costs associated with individual or group shareholders;

   •   the Client’s allocable portion of the fidelity bond, trustees and officers/errors and omissions
       liability insurance, and any other insurance premiums;

   •   direct costs and expenses of administration and operation, including printing, mailing, long
       distance telephone, copying, secretarial, and other staff, independent auditors, third-party
       investor hosting and similar platforms and service providers, and outside legal costs; and

   •   all other expenses incurred by the Client or the Adviser in connection with administering
       the Client’s business, such as the allocable portion of overhead under the administration

FORM ADV PART 2A                KENNEDY LEWIS CAPITAL HOLDINGS LLC                      MARCH 31, 2026

       agreement with the Client’s administrator, including rent, and the allocable portion of the
       cost of the Client’s Chief Financial Officer and Chief Compliance Officer and their
       respective staffs.

From time to time, the Adviser has and will engage individuals as third-party advisors,
“consultants,” “contractors,” “advisers,” and other consultants (collectively, “Advisors”) who are
not employees of the Adviser or its affiliates, but are paid fees for services provided to one or more
clients managed by the Adviser and/or its affiliates, including services related to the Adviser’s
...

Item 7.        Types of Clients

As previously described, the Adviser provides investment advice to the Client, which currently
consists of a BDC that primarily invests in debt or other debt-like securities across the capital
structure of middle market companies located in the United States and, selectively, in other North
American countries and in Europe, with the ability to consider investments focused on other
geographic markets.

The Client imposes minimum investment limits on investors of $10,000 as set forth in the Client’s
Governing Documents.

FORM ADV PART 2A                KENNEDY LEWIS CAPITAL HOLDINGS LLC                      MARCH 31, 2026