Seaport Global Asset Management LLC

Item 5 – Fees and Compensation

The fees applicable to each Client are set forth in detail in each Client’s Governing Documents.
All investors should review the governing documents of the respective Fund in conjunction with
this Brochure for complete information on the fees and compensation payable with respect to the
applicable Fund. A brief summary of such fees is provided below.
Management Fee
The Firm and/or an affiliated entity receives an annual management fee (“Management Fee”)
from the Funds. In general, each Fund’s Governing Documents between the Firm and such
advisory client describe the basic fee structure relevant to the advisory clients and investors.
Generally, the Management Fee is calculated and payable quarterly in advance, at (i) a quarterly
rate of 0.0625% (0.25% per annum) up to 0.375% (1.50% per annum) of either the net asset value
of the relevant shares or interests in each Fund on the first day of such quarter, or as otherwise
agreed in the Fund’s Governing Documents, or (ii) on the Client’s undrawn commitments during
the investment period and invested capital thereafter, or total invested capital.
Withdrawing investors from a Fund, or Clients that terminate investment advisory services before
the end of a billing period, are generally refunded any prepaid unearned Management Fees in
excess of those applicable to the period of actual investment. The Firm, in its sole discretion, can
reduce, waive or calculate differently the Management Fee with respect to certain Clients and has
done so with respect to employees and affiliates of the Firm.
Performance-Based Allocation or Fee
The Firm, or an affiliate of the Firm, will generally be entitled to a performance allocation, or
carried interest, (“Performance Allocation”) from the Funds in accordance to the terms within
each Fund’s Governing Documents. Generally, the Performance Allocation is equal to (i) up to
20% of net appreciation (including both realized and unrealized gains and losses) on an annual
basis, subject to the recovery of any amount in the loss recovery account (i.e., a high water mark).
The Performance Allocation is also calculated and payable at the time of an investor’s withdrawal
or redemption with respect to the amount withdrawn; or (ii) up to 20% of any amount distributed
in excess of each Fund returning an aggregate amount equal to all capital contributed by such
beneficial investors. Each Fund’s Governing Documents will further detail these compensation
arrangements.
The Firm, in its sole discretion, can reduce, waive or calculate differently the Performance
Allocation (or performance-based fee) with respect to certain Clients and has done so with respect
to employees and affiliates of the Firm.

Form ADV Part 2A: Seaport Global Asset Management LLC Brochure

Expenses
The Firm is responsible for and will pay, without reimbursement, all of its internal operating and
overhead expenses, including all costs of its personnel, office space, office equipment and supplies,
wages, bonuses and other employee benefits.
Whether an expense is a Client or Firm expense is governed by each Clients Governing Documents
and it is the joint responsibility of the Chief Compliance Officer, Chief Financial Officer and/or
Chief Operating Officer, with the assistance of such other parties as they deem necessary, to
oversee how expenses are allocated.
If permitted under a Client's Governing Documents, from time-to-time the Firm can advance
payment of an expense on behalf of the Client and to the extent that the expense can be
appropriately borne by the Client, the Firm can seek reimbursement from the Client.
Once a determination is made that an expense is a Client expense which is attributable to more
than one Client account, the Chief Compliance Officer, Chief Financial Officer and/or Chief
Operating Officer, with the assistance of such other parties as they deem necessary, shall determine
the appropriate allocation methodology among the Client accounts. For instance, expenses that
directly relate to a specific investment can be allocated based on how the investment is held by, or
is to be allocated to, the Client accounts.
In addition to the Management Fee and Performance Allocation or fee described above, each Client
shall bear its own investment and operating expenses. Such expenses vary by Fund or Special
Purpose Entity and generally include, but are not limited to, legal, auditing, accounting, tax and
administration fees and all other expenses of the Fund, or Special Purpose Entity, including,
without limitation, due diligence expenses, custodian fees, taxes on securities transactions, interest
on borrowed money, brokerage fees and commissions and any other similar fees, clearing expenses
or other fees and expenses, research and consulting fees, legal expenses for Client regulatory
filings and compliance, costs of any legal proceedings, insurance costs and indemnification
obligations, all other expenses related to the identification, sourcing, acquisition, management,
purchase, sale or holding of investments (including investments that are not consummated). The
Funds and/or Special Purpose Entities can invest in Exchange Traded Funds or other similar closed
end funds, through which they can incur additional underlying costs and expenses.
The organizational and initial offering expenses of the Funds will either be expensed as incurred
or, where permitted by applicable rules, amortized over a period not to exceed 180 months
beginning at the commencement of the Fund’s operations.
The Firm can in its discretion present co-investment opportunities to third parties (which can
include Clients and investors in the Funds). Prospective co-investors might not under some
circumstances agree to bear any, or their proportionate share, of the expenses associated with
developing, consummating, and monitoring a proposed co-investment. Where a proposed
...

Item 7 – Types of Clients

As noted above, the Firm provides discretionary investment advisory services to its Clients, which
are private funds. The Funds’ offering documents set forth the eligibility criteria and minimum
investment requirements for investors, but investors in the Funds are generally required to invest
a minimum of $250,000 or $500,000; provided that the Firm, or one of its affiliates, in its sole
discretion, can accept investments in an amount less than $250,000 or $500,000.
The Funds are not registered as investment companies under the U.S. Investment Company Act of
1940, as amended (the “Investment Company Act”), and are, therefore, not subject to various
provisions of the Investment Company Act. Investments in the Funds are not registered for sale
under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and are instead sold to
qualified investors on a private placement basis. Subscriptions will generally be accepted only
from investors who meet the definitions of “Accredited Investor” under Regulation D promulgated

Form ADV Part 2A: Seaport Global Asset Management LLC Brochure

under the Securities Act, and “Qualified Clients” eligible to pay performance fees under the
Advisers Act and a “Qualified Purchaser” as defined in Section 2(a)(51)(A) of the Investment
Company Act. Certain employees of the Firm who qualify as “knowledgeable employees” under
Rule 3c-5 of the Investment Company Act can be permitted to invest directly or indirectly in the
Funds.