ROC360 Advisors LLC

Item 5

Fees & Other Compensation

    1. The REIT

The Adviser is compensated for providing services to the REIT in accordance with the terms of the
management agreement between the Adviser and the REIT. The fees include the following:

Management Fee

The Adviser will receive a base management fee accruing daily, and calculated and payable quarterly in
arrears, equal to 0.375% (1.5% annually) of the stockholders’ equity in the REIT, determined as of the
close of business on the last day of each calendar quarter (the “Base Management Fee”). The Base
Management Fee is prorated for partial periods, if applicable.

REIT Incentive Fee

The Adviser is entitled to an incentive fee with respect to each calendar quarter equal to a percentage of
the core earnings of the REIT over a threshold performance hurdle (the “ REIT Incentive Fee”).

The REIT Incentive Fee for each calendar quarter means the positive excess, if any, of (i) the product of
(A) 20% and (B) the excess of (1) the core earnings of the REIT for the previous 12-month period over

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(2) the product of (x) the weighted average stockholders’ equity in the previous 12-month period and (y)
8% per annum over (ii) the aggregate amount of all Incentive Fees paid to the Adviser with respect to the
first three calendar quarters of the previous 12-month period; provided however, that no REIT Incentive
Fee will be payable with respect to any calendar quarter unless core earnings for the 12 most recently
completed calendar quarters in the aggregate are greater than zero.

    2. The Securitizations

The Adviser is not separately compensated for providing services to the Securitizations; however, the
assets of the Securitizations are consolidated on the balance sheet of the REIT and included in determining
the Adviser’s compensation from the REIT.

    3. The IDF

The Adviser is compensated for providing sub-advisory services to the IDF pursuant to the management
agreement between the SALI Manager and the Adviser. The fees to the Adviser include the following and
are separate from, and in addition to, the management fee paid to SALI Manager:

Subadvisor Fee

The IDF pays an ongoing asset-based subadvisor fee solely with respect to direct bridge loan investments
of the IDF. The subadvisor fee is equal to 1.15% per annum, calculated and paid quarterly in arrears
(0.2875% per quarter), and prorated for partial quarters (the “Subadvisor Fee”). The Subadvisor Fee is
based on the “Fee Base Amount” of the applicable bridge loan assets during the quarter.

The Fee Base Amount generally includes (a) the unpaid principal balance of the loans, plus (b) and any
protective advances made in connection with those loans, minus (c) any amounts borrowed against those
loans. If a loan becomes real-estate-owned (REO), the fee continues to be calculated based on the loan
balance and related advances as they existed immediately before the property became REO, plus any
additional protective advances made after that time.

IDF Incentive Fee

In addition to the subadvisor fee, the Adviser may earn a performance-based incentive fee related solely to
the IDF’s direct bridge loan investments (the “IDF Incentive Fee”).

The IDF Incentive Fee is calculated and paid quarterly in arrears, based on the investment performance of
the bridge loans over the prior 12-month period. In general, the Advisor is entitled to receive 6% of Core
Earnings generated by the direct bridge loans over that 12-month period, net of any incentive fees already
paid during prior quarters of that same period. No IDF Incentive Fee is payable unless Core Earnings for
the applicable 12-month period are positive overall.

“Core Earnings” generally means the net income attributable to the bridge loans, and includes interest
income, other income, and realized gains from those loans, less related expenses such as interest expense,
servicing and sub-servicing fees, subadvisor fees, due diligence costs, realized losses, and other direct
expenses. Income or proceeds from other assets held by the IDF are not included in Core Earnings.

Indirect Fees

Investments made by the IDF in other investment funds managed by the Adviser are subject to the separate

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compensation terms of the applicable investment funds, as described in their governing documents. For the
avoidance of doubt, the Advisor will only receive advisory/incentive fees at one level – at the IDF level
with respect to direct bridge loan investments or at the investment fund level with respect to IDF
investments in investment funds managed by the Adviser.

Expenses and Allocation of Expenses

The Adviser’s management agreement with the REIT requires the REIT to reimburse the Adviser and its
affiliates for its allocable share of compensation paid to certain employees of the Adviser and its affiliates,
including the Chief Financial Officer, Chief Compliance Officer and General Counsel of the Adviser based
on the percentage of his or her time spent on the business and affairs of the Client. As of December 31,
2025, the Adviser has yet to charge any such expenses to the REIT but the Adviser reserves the right to
do so in the future.

In addition, the REIT will reimburse the Adviser for certain other expenses (including, inter alia, corporate
finance, investment banking, tax, accounting, internal audit, legal risk management, operations,
compliance and other non-investment personnel of the Adviser or its affiliates who spend all or a portion
of their time managing the affairs of the REIT, based on the percentage of time devoted by such personnel
to the REIT), with the total of certain identified “capped expenses” listed in the management agreement
subject to an annual cap.

The Adviser, as asset manager to the Securitizations, is entitled to recover certain costs from the
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Types of Clients

The Adviser currently provides investment advice only to the Clients. Please refer to Item 4, above.