Matrix Private Capital Group LLC

Item 5. Fees and Compensation
Matrix provides investment advisory services to its Clients pursuant to separate investment
management and/or limited partner agreements (the “Agreements”). The Agreements for each of its
Clients, including the SPVs, along with the Governing Fund Documents, set forth in detail the fee
structure relevant to each Client.

Matrix receives compensation from fees based on a percentage of assets under management
(“Management Fee”) and carried interest (“Carried Interest”). Clients may be subject to certain
other fees or expenses related to transactions (i.e. account maintenance fees, custodial fees,
transaction fees and fees charged by other investment managers as described below). Clients and
investors should review all fees charged by Matrix and others to fully understand the total amount
of fees to be paid by Clients, including the SPVs.

Private Special Purpose Co-Investment Vehicles

Matrix receives no management fee from Banff or Veritas. Matrix will receive a management fee
equal to 0.25% per annum of the total amount of capital invested by Denali into the Co-Invest
Vehicle. Matrix will receive a management fee equal to 0.50% per annum of the total amount of
capital invested by Novva into the Co-Invest Vehicle. The management fee shall be payable
quarterly in arrears. Matrix will receive Carried Interest from Limited Partners of Banff equal to
10% of their cumulative distributions in excess of their capital contributed. Matrix will receive
Carried Interest from Limited Partners of Veritas equal to up to 12.5% of their cumulative
distributions in excess of their capital contributed over a certain hurdle amount. Matrix will receive
Carried Interest from Limited Partners of Denali equal to 15% of their cumulative distributions in

Form ADV Part 2A: Firm Brochure | Matrix Private Capital Group LLC                       July 10, 2026

excess of their capital contributed. Carried Interest from Limited Partners of Novva equal to 15%
of their cumulative distributions in excess of their capital contributed [over a certain hurdle amount].

The information provided in this Brochure regarding fees and expenses is not intended to be
complete or final and is qualified in its entirety by the governing documents for each SPV. Investors
should read and review the governing documents to fully understand the types of fees and expenses
that are paid by each SPV.

Wealth Management/Managed Accounts

For Client relationships established prior to May 1, 2019:
Account fees are generally paid quarterly in advance and deducted from the client account each
quarter. Should the account be opened on any day other than the first day of the quarter, the fee
will be pro-rated based on the remaining days left in the quarter. Thereafter, the fee will be based
on the account value on the last business day of the previous calendar quarter. Should a client wish
to terminate an account on a date other than the last day of a calendar quarter, a pro-rated refund of
unearned fees will be made based on the days left in the calendar quarter.

For Client relationships established May 1, 2019 and after:
Matrix will generally deduct advisory fees from the account(s) on a quarterly basis by applying one-
fourth (1/4th) of the advisory fees rate after the last day of March, June, September, and December
of each year. The advisory fees will be calculated based upon the average daily balance of the assets
held during the billable (preceding) calendar quarter, taking into account all calendar days in which
assets of the client were managed by Adviser.

Clients must provide notice of termination in accordance with the terms of the investment advisory
agreement.

Discretionary Wealth Management

For discretionary wealth management services, Matrix’s Clients typically pay an annual fee of up
to 1.5% on assets under management. The fees will be determined based upon a number of factors
including but not limited to, the scope and complexity of work, the size of client assets, and the
amount of resources involved in providing the services. To the extent that the Adviser recommends
that a client invests a portion of its assets in an SPV, the Adviser will not charge this annual fee in
respect of such assets. Therefore, the client would only pay the fees in respect of any assets invested
in an SPV. This is generally a performance-based allocation for the SPVs, as described above. A
conflict of interest exists as Matrix’s compensation may be higher when Client assets are invested
in the SPVs as a result of the performance-based allocation. In addition, wealth advisers receive a
portion of the performance-based allocation of SPVs through ownership of the general partner. The
amount of the wealth advisers’ clients that invest in the SPV is a factor in determining ownership
of the general partner. This creates a conflict of interest as wealth advisers have an incentive to
recommend that Client assets are invested in the SPVs. Matrix only recommends that a Client
invest its assets in the SPVs when Matrix believes the investment is in the Client’s best interest.

Non-discretionary Advisory Services

Form ADV Part 2A: Firm Brochure | Matrix Private Capital Group LLC                       July 10, 2026

For non-discretionary assets under advisement, the Adviser’s Clients will typically pay no more
than an annual fee equal to 1.5% based on the value of assets under advisement. Additionally,
Matrix may provide non-discretionary advisory services for a fixed fee which will be negotiated on
a client-by-client basis.

Other Fees and Expenses

Clients may also be subject to other fees paid to third parties including account maintenance fees,
custodial fees and transaction charges in addition to the fees outlined above. In addition to Matrix’s
fees, Clients may also incur the management fees and any other expenses of any mutual funds or
...

Item 7. Types of Clients
Matrix serves as investment manager to SPVs and Managed Accounts.

Matrix primarily provides customized wealth management and advisory services to high net worth
individuals and families and their associated trusts, estates, and other legal entities. The Adviser
does not impose a minimum account size to become an advisory client; however, investment
managers recommended by Matrix may require a minimum amount of investable assets to open
and maintain an account.