Prostar Capital US LLC

Fees and Compensation
General

Prostar provides investment advisory services to each of the Funds pursuant to various agreements
as described below. The Agreements for each Fund, along with specific organizational documents
of the Fund, set forth in detail the fee structure relevant to each Fund. The terms of the
Agreements are generally established at the time of the formation of the applicable Fund.
Investors should review all fees charged by each Fund, Prostar, and others to fully understand the
total amount of fees to be paid by a Fund and, indirectly, by the Investors.

-   The General Partners and /or their nominees, as carried interest partners of the Funds, are
    eligible to receive carried interest allocations from the Funds.

Form ADV Part 2 Brochure | Prostar Capital (US) LLC                           March 2026

-   The Investment Managers have entered into investment management agreements with the
    Funds pursuant to which they will, amongst others, receive a management fee, which is 100%
    passed through to the Investment Advisers.

-   The Investment Advisers have entered into sub-management agreements with the Investment
    Managers pursuant to which the Investment Advisers will receive a fee from the Investment
    Managers. The Investment Advisers have also entered into certain services agreements with
    two portfolio companies co-owned by certain Funds and Co-Investment vehicles.

-   The Sub-Advisers have entered into sub-advisory agreements with one of the Investment
    Advisers pursuant to which the Investment Adviser will compensate the Sub-Advisers for its
    services.

Management Fee

The Funds typically pay the Investment Managers an annual management fee (the “Management
Fee”) between 0.6% and 1.2% per annum. The Management Fee is payable quarterly in advance
and typically based upon committed capital during the commitment period and on invested capital
thereafter, in each case in accordance with the investment management agreement. Prostar
reserves the right to waive or reduce management fees for certain Investors, including employees,
a limited number of strategic partners, advisors, and consultants and others as may be determined
in Prostar’s sole discretion. The Management Fee is passed through to the Investment Advisers.

Unearned fees which are paid in advance will be returned to Investors.

Sub-Advisory Fee

The Investment Adviser pays the Sub-Advisers a fee (the “Sub-Advisory Fee”) in the amount
generally equal to 108% of the total costs and expenses incurred by the Sub-Advisers in providing
the services prescribed in the sub-advisory agreements. The Sub-Advisory Fee is payable
quarterly in advance. The Sub-Advisers are responsible for preparing and submitting estimated
and actual costs incurred in performing its services to the Investment Adviser, with each quarterly
invoice incorporating a true-up of costs amongst the Investment Adviser and the Sub-Advisers.
The 108% mark up on expenses is the result of a transfer pricing analysis so the Sub-Advisers are
considered operating at an arm’s length basis from its parent. This ensures a net profit is recorded
for Prostar’s Sub-Advisers which pay various federal and state taxes on their net income. The
108% mark-up on the Sub-Advisers expenses is not charged to the Funds and is accounted for as a
management company expense.

Carried Interest Allocations

A portion of each Fund’s net investment profit may be allocated to the capital account of its
respective General Partner as “carried interest”. The manner of calculation of such carried interest
is disclosed in the Governing Fund Documents and may vary by Fund but is generally between
7.5% and 15%. Such percentage of the investment profits of the Funds are allocated as carried
interest to such Fund’s General Partner with a preferred return of a specified percentage (typically

Form ADV Part 2 Brochure | Prostar Capital (US) LLC                           March 2026

8%) per annum, subject to a catch-up, a clawback and an escrow. Prostar reserves the right to
waive or reduce carried interest for certain investors, including employees, a limited number of
strategic partners, advisors and consultants and others as may be determined in Prostar’s sole
discretion.

Other Fees Earned by Prostar

The Investment Managers may be entitled to receive Other Fees from the Funds’ portfolio
companies and their affiliates including topping, break-up, monitoring, directors’, organizational,
transaction, set-up, financial advisory or other fees received by Prostar, its members, employees or
other affiliates from the portfolio companies, and the Funds (collectively, the “Other Fees”). Such
Other Fees shall be separate and apart from any compensation received from co-investors.

Generally, and subject to the relevant Governing Fund Document, the Funds’ allocable share of
Other Fees will be applied to reimburse Prostar for its out-of-pocket expenses in connection with
the transaction giving rise to such Other Fees and reduce the subsequent installments of the
Management Fee. To the extent such reduction of the Management Fee would reduce the
Management Fee for a given period below zero, such reduction amount will be carried forward
and will reduce future installments of the Management Fees. The fees received from co-investors
will not reduce or offset any other fees received by Prostar.

The Investment Advisers via certain service agreements with portfolio companies will provide
various transaction and monitoring services, as described below. Such services and fees received
therefore are above and beyond the services provided to the Funds and the Investment Managers.
The fees are treated differently for each Fund as agreed to by current investors. The Fund(s) which
agreed to the transaction and monitoring fee arrangements record an offset against their respective
investment management fees.
...

Types of Clients
Prostar provides discretionary management services to the Funds, subject to the ultimate direction
and control of the General Partner of each Fund, and not individually to Investors. Investors in the
Funds may include, but are not limited to, high net worth individuals, pension plans (corporate,
state and foreign), sovereign wealth funds, endowments, foundations, banks, pooled investment
vehicles (e.g., funds-of-funds), trusts, estates or charitable organizations, and corporate or
business entities.

The minimum commitment for an Investor is outlined in the Governing Fund Documents,
however, the General Partners maintain 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. Also, Investors will be required to make certain representations when investing in
a Fund, including, but not limited to, that (i) they are acquiring an interest for their own account,
(ii) they received or had access to all information they deem relevant to evaluate the merits and
risks of the prospective investment and that (iii) they have 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 prospective Investor.

Pursuant to the Governing Fund Documents, Investors may also need to meet the meaning of a
qualified client as defined in Rule 205-3 under the Investment Advisers Act of 1940 or a qualified
purchaser as defined in Section 2(a)(51) of the Investment Company Act of 1940.

The Funds may enter into separate agreements, commonly referred to as “side letters”, or other
similar agreements with a particular Investor in connection with its admission to one of Funds
without the approval of any other Investor, which would have the effect of establishing rights
under or supplementing the terms of the applicable Fund’s Partnership Agreement with respect to
such Investor in a manner more favorable to such Investor than those applicable to other Investor.
Such rights or terms in any such side letter or other similar agreement may include, without
limitation, (i) excuse rights applicable to particular investments (which may increase the
percentage interest of other Investors in, and contribution obligations of other Investors with
respect to, such investments), (ii) reporting obligations of the General Partner, (iii) waiver of
certain confidentiality obligations, (iv) consent of the General Partner to certain transfers by such

Form ADV Part 2 Brochure | Prostar Capital (US) LLC                            March 2026

Investor or (v) rights or terms necessary in light of particular legal, regulatory or public policy
characteristics of an Investor.