Marcypen Capital Partners LLC

Item 5 – Fees and Compensation

Compensation for advisory services

The following is a general description of fees and compensation earned by MarcyPen and of expenses
incurred by the Funds. Investors should refer to the Governing Documents of the applicable Fund
for a complete understanding and detailed explanation of how MarcyPen is compensated for its
advisory services and the categories and types of expenses charged to the Funds; the information
contained herein is intended to serve as a descriptive summary only and is superseded in its entirety
by such Governing Documents.

                                                      MarcyPen Capital Partners LLC, Form ADV Part 2A

Asset-Based Fees

MarcyPen earns asset-based fees for managing the Funds as set forth in each Fund’s Governing
Documents. These asset-based fees, which do not generally depend on the Fund’s performance,
include periodic (e.g., quarterly in advance or in arrears) fees equal to a percentage typically in the
range of 1.0% to 2.5% based on either (i) the investors’ total or unfunded commitments to the Fund,
or (ii) the Fund’s invested or net invested capital, depending on the Fund (and where that Fund is in
its investment cycle). Such fees are commonly referred to as “commitment fees” and/or
“management fees.” In certain circumstances, different asset-based fees (including none) may be paid
by Co-Invest Vehicles and individually negotiated by Fund investors. Asset-based fees may also be
subject to offsets for some forms of other compensation received by MarcyPen (or its affiliates), as
set forth in the applicable Fund’s Governing Documents (see below under Other Compensation). In
addition, asset-based fees are generally waived for eligible MarcyPen affiliated persons who invest in
the Funds for the duration of their affiliation with MarcyPen.

Performance Compensation; Carried Interest

Subject to Rule 205-3 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”),
MarcyPen (or its affiliates) may also earn performance-based compensation (generally in the form of
distributions “Carried Interest”) from the Funds, as set forth in the applicable Fund’s Governing
Documents. Carried Interest is generally based on a percentage in the range of 10% to 20% of the
Fund’s profit from investments, subject in some cases to a preferred return in favor of the Fund’s
investors (e.g., 5% per annum) and in other cases may increase if certain thresholds are met. Carried
Interest may also be subject to offsets for some forms of other compensation received by MarcyPen
(or its affiliates), as set forth in the applicable Fund’s Governing Documents (see below under Other
Compensation).

For some Funds (or with respect to some Fund investors), MarcyPen’s Carried Interest is calculated
on an “investment-by-investment” basis, which means that any Carried Interest is determined
separately for each investment (and/or related investments) and not on the aggregate performance of
the relevant Fund. As a result, MarcyPen (or its affiliates) may be entitled to Carried Interest with
respect to particular Fund investments, even if other Fund investments (or the relevant Fund as a
whole) have significant realized losses.

The existence and structure of Carried Interest can create an incentive to make more risky or
speculative investments in order to generate higher positive returns. In addition, due to the method
of calculating the Carried Interest, the compensation of a MarcyPen affiliate can be affected by the
timing of dispositions and other factors within the control of MarcyPen.

In certain circumstances, different Carried Interest (including none) or different methods of
calculation of Carried Interest may be paid by Co-Invest Vehicles and be individually negotiated by

                                                       MarcyPen Capital Partners LLC, Form ADV Part 2A

Fund investors. Carried Interest charges are generally waived for eligible MarcyPen affiliated persons
who invest in the Funds for the duration of their affiliation with MarcyPen.

Other Compensation

To the extent described in the Governing Documents for the relevant Fund, MarcyPen or its
affiliate(s) may also receive other compensation in the form of securities, stock options, warrants,
carried interest or any similar interest in the profits or appreciation in the value of particular Fund
portfolio companies (i.e., not as consideration for any contribution of cash or other property). For
certain Funds (and as further detailed in the Governing Documents for those Funds), a portion (e.g.,
up to 50%) of the Carried Interest that would otherwise be paid to MarcyPen (or its affiliates) may be
reduced (or reimbursed to the Fund’s investors) by a portion (e.g., 50%) of any such compensation.

For some Funds, their Governing Documents provide that any transaction fees, closing fees, directors’
fees, break-up fees, commitment fees, monitoring fees, success fees and other similar fees or other
compensation (net of expenses) received by MarcyPen and its affiliates, or any officer or employee of
MarcyPen from a portfolio company when acting on behalf of such Funds will be retained by
MarcyPen and its affiliates, or any officer or employee of MarcyPen and will reduce the applicable
asset-based fee next payable by a like amount. However, no such reduction to the asset-based fee will
be made in respect of any such fees or compensation received by or in respect of services provided
by any member of MarcyPen’s Executive-in-Residence program (as described below).

Expenses

Fund Operating Expenses

Each Fund generally pays all of its operating expenses (except those reimbursed by a portfolio
company) related to such Fund’s (and its subsidiaries’ and intermediate entities’) activities, as further
detailed in such Fund’s Governing Documents, which may include (but are not limited to):
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Item 7 – Types of Clients

As previously mentioned, MarcyPen currently provides investment advice to private investment funds
that are not registered or required to be registered under the Investment Company Act of 1940, as
amended (“Investment Company Act”), are not made available to the general public, and the interests
of which are not registered or required to be registered under the Securities Act of 1933, as amended
(“Securities Act”). As such, the Funds generally limit their investors to: (i) “accredited” investors as
defined in the Securities Act and/or (ii) “qualified purchasers” or “knowledgeable employees”, each
as defined under the Investment Company Act. MarcyPen does not have a minimum size for
establishing and managing the Funds; however, the Funds typically require a minimum capital
commitment from each investor, although MarcyPen is authorized, in its sole discretion, to accept
amounts below the minimum amounts set forth in the Governing Documents of each Fund.

Investment advice is provided directly to the Funds and not individually to the investors. The types
of investors that have committed capital to the Funds include, but are not limited to, individuals,
family offices, trusts, estates or charitable organizations, foundations, corporations, limited
partnerships, limited liability companies or other business entities, and includes employees of
MarcyPen and its affiliates and members of their families.