Lime Rock Management LP

Item 5: Fees and Compensation
General
Lime Rock provides investment advisory services to each of the Funds pursuant to separate
management agreements (the “Agreements”). The Agreements for each Fund, along with the
applicable Governing Fund Documents, set forth in detail the fee structure relevant to each such
Fund, and they generally vary by Fund. The terms of the Agreements are generally established at
the time of the formation of the applicable Fund.

Although it varies by Fund, Lime Rock typically receives compensation from fees based on a
percentage of assets under management, carried interest allocations, certain other fees or expenses
related to transactions (see below) and, in certain of the Co-investment Funds, a flat administrative
fee (see below). Investors should review all fees charged by Lime Rock and others as detailed in
the applicable Governing Fund Documents to fully understand the total amount of fees to be paid
by a Fund and, indirectly, by its Limited Partners.

Management Fee
The Funds (other than the specific Funds detailed below) generally pay Lime Rock an annual
management fee (the “Management Fee”) that generally ranges between 1.10% to 2.0% (per annum)
of committed capital until a date specified in the Governing Fund Documents (such date, the
“Stepdown Date”).

Form ADV Part 2A Brochure | Lime Rock                                               March 2026

The Co-investment Funds and Continuation Funds generally pay less of a Management Fee than
the other Funds, and in some cases pay no Management Fee or reduced Management Fees
depending on their investment in other Funds.

The Management Fee is payable quarterly in advance and is typically based upon committed capital
until the Stepdown Date and on remaining invested contributions thereafter, in each case in
accordance with the terms of the applicable Governing Fund Documents. The Management Fee
will be payable until proceeds from all portfolio investments are distributed or until Lime Rock’s
relationship with the relevant Fund is terminated for other reasons (as described in the Governing
Fund Documents). As a general matter, Management Fees will be payable during term extensions
unless otherwise agreed with investors.

The Management Fees will be charged on a basis that generally is not tied to a Fund’s then-current
net asset value. As specified in the Governing Fund Documents, from the effective date of the
relevant Fund until the Stepdown Date, Management Fees generally will be charged based on a
percentage of the relevant Fund’s aggregate capital commitments. Further, after the Stepdown Date,
Management Fees generally will be charged based on a percentage of the amount of investment
contributions made by the relevant Fund relating to investments that have not been realized,
completely written off or written down more than 90% from their original cost (including
acquisition costs) (such investments, “Impaired Value Investments”). Additionally, Impaired Value
Investments for the LRP Funds and the LRNE Funds include any investments that have an
unrealized value of less than $1,000,000.

Under the Governing Fund Documents, where the unrealized value of an investment exceeds the
total amount of investment contributions relating to such investment, post-Stepdown Date
Management Fees will not be calculated based upon such appreciated value, and will instead
continue to be calculated based on the amount of such investment contributions. Conversely, the
Governing Fund Documents do not require Management Fees to be reduced following the
occurrence of a writedown, decrease (including a significant decrease) in fair value or other event
not constituting a realization, such as a reorganization, roll-over investment in connection with a
sale or dividend distribution, except in the case of investments meeting the relevant Impaired Value
Investment standard under the Governing Fund Documents, except that, in the case of the LRR
Funds only, the Management Fee may also be reduced if the unrealized value of all of an LRR
Fund’s investments (as listed on its most recent quarterly reports) in the aggregate is less than the
aggregate investment contributions for such investments.

As a result, the amount of Management Fees generally will not correspond with fluctuations in the
net asset value of individual investments, aggregate investments in a portfolio company or of a
Fund, including following the relevant investment period, and will not be reduced in connection
with any write downs (whether temporary or permanent), except as described in the preceding
paragraph. Except where the Governing Fund Documents expressly provide to the contrary,
Management Fees will not be reduced (in whole or in part) in the case of partial distributions (e.g.,
those resulting from a dividend recapitalization) reorganizations, restructurings, roll-over
investments, extraordinary dividends or similar transactions, in each case in circumstances that do
not result in the disposition of the relevant Fund’s interest therein, and even in cases where the value

Form ADV Part 2A Brochure | Lime Rock                                              March 2026

of the Fund’s investment or the Fund’s ownership percentage in such portfolio company has been
reduced (including substantially reduced) as a result of such transaction.

In many circumstances, the post-Stepdown Date Management Fee base will include capitalized
transaction-specific expenses of unrealized investments. Further, Management Fees generally will
not be reimbursed or refunded under the Governing Fund Documents in the event of realizations,
dispositions or partial write-downs or write-offs that occur partway through the relevant calculation
period.

The Governing Fund Documents set forth the full list of terms under which Management Fees will
be reduced, offset or otherwise be limited, and consequently investors should expect to bear the full
...

Item 7: Types of Clients
Lime Rock provides discretionary management and advisory services solely to its Fund clients,
which are pooled investment vehicles exempt from registration under the Investment Company Act,
subject to the direction and control of the General Partner of each Fund, and not individually to the
Limited Partners, and references throughout this Brochure to “clients” and to Lime Rock’s related
duties to and practices on behalf of its clients and/or investors should be construed accordingly.
Investors in the Funds generally include, but are not limited to, pension plans, endowments,
foundations, pooled investment vehicles (e.g., funds-of-funds), trusts, estates or charitable
organizations, high net worth individuals, and corporate or business entities and include, directly or
indirectly, principals or other employees of Lime Rock and its affiliates and members of their
families, or service providers retained by Lime Rock, as well as executives of portfolio companies.

The minimum commitment for a Limited Partner is outlined in the Governing Fund Documents;
however, Lime Rock maintains discretion to accept less than the minimum investment threshold.

Investors will be required to meet certain suitability qualifications, such as being an “accredited
investor” within the meaning set forth in Rule 501(a) of Regulation D under the Securities Act and,
in certain cases, “qualified purchasers” as defined in the Investment Company Act. Also, each
Investor will be required to make certain representations when investing in a Fund, including, but
not limited to, that (i) it is acquiring an interest for its own account, (ii) it received or had access to
all information it deemed relevant to evaluate the merits and risks of the prospective investment and
(iii) it has the ability to bear the economic risk of an investment in the Fund. Details concerning
applicable Investor suitability criteria are set forth in the respective Governing Fund Documents
and subscription materials, which are furnished to each Investor.