Raging Capital Management LLC

Item 5 – Fees and Compensation
With respect to the Funds, Raging Capital generally earns a quarterly management fee in arrears of
each investor’s ownership interest in each Fund, and subject to a loss carryforward provision, may
earn an annual incentive allocation of the net profits as of the end of a fiscal year. Management and
incentive fees have been lowered during the wind down period. Raging Capital may also be eligible
to earn an annual incentive allocation from certain SPVs, but in no case will Raging Capital earn an
incentive allocation related to an SPV interest held by the Funds.
As more fully described in each Fund’s offering and/or governing documents, net profits include
unrealized gains and are reduced for various expenses, which may include legal, compliance, including
costs associated with preparing Fund specific regulatory filings (including but not limited to Form PF),
audit, administrator and accounting expenses (including third party accounting services, valuation
services, and external reporting expenses); shareholder proxy voting services; organizational expenses;
investment expenses such as commissions (including, without limitation, broken deal expenses, costs
associated with activist activities, regardless of outcome, such as related research, public awareness
campaigns including third party marketing, proxy solicitations, legal expenses, and searching, vetting
and incentivizing board of director nominees); research fees and expenses (including research-related
travel software programs, data and communication lines related to research and internal reporting
related to portfolio monitoring and research used by the Funds); interest on margin accounts and
other indebtedness; borrowing charges on securities sold short; custodial fees; bank service fees; Fund
related insurance costs; and any other expenses related to the purchase, sale or transmittal of Fund
assets (including trade order management, portfolio management, trade settlement, trade
reconciliation between Raging Capital, the administrator, prime brokers and other third parties); and
any other expenses associated with agreements Raging Capital has entered into on behalf of the Funds
with the belief, at the time, that the such agreements are in the best interest of the Funds and in
accordance with the contractual rights afforded to Raging Capital in the Limited Partnership
Agreement. To the extent that underlying investments include other managed investment vehicles,
there may be additional advisory fees.
Expenses directly related to a Fund are charged to that Fund. To the extent that fees and expenses of
the Funds (including management fees) are identifiable with a particular class of interest or class or
series of shares, such fees and expenses are charged solely to the relevant interests, class, or series, as
applicable. Expenses that are common to multiple Funds are typically borne by such Funds on a pro
rata basis in accordance with their net asset value.

                                                                      Brochure (ADV Part 2A) March 31, 2022

Neither Raging Capital nor its officers or employees accept compensation for the sale of securities or
other investment products. Certain employees or supervised persons of Raging Capital sit on the
boards of publicly traded companies and may receive material compensation for their role.

                                                                  Brochure (ADV Part 2A) March 31, 2022

Item 7 – Types of Clients
As noted in Item 4, Advisory Business, Raging Capital provides investment advisory services to the
Funds on a fully discretionary basis. The minimum initial investment in the Funds is $1,000,000,
subject to waiver at the discretion of Raging Capital.

                                                                Brochure (ADV Part 2A) March 31, 2022