Sequoia Capital Operations LLC

Item 5.    Fees and Compensation

The Adviser or its affiliates generally receive Management Fees and Carried Interest (each as
defined below) or similar performance-based remuneration from a Fund. The Sequoia Capital

Fund will charge Management Fees and Carried Interest, as will each of the vehicles organized as
subsidiary vehicles of the Sequoia Capital Fund. References herein to “Funds” refer to such
subsidiary vehicles as applicable.

Management Fees

As compensation for investment supervisory services rendered to the Funds, the Adviser receives
from each such Fund a management fee (each, a “Management Fee”) calculated in accordance
with the Organizational Documents of a Fund. Management Fees may be reduced during the life
of a Fund.

The Management Fees and other fees and distributions described herein are generally subject to
modification, waiver or reduction by the Adviser in its sole discretion, both voluntarily and on a
negotiated basis with selected investors, which may not be disclosed to other investors in the same
Fund. The fee structures described herein may be modified from time to time. Fees may differ
from one Fund to another, as well as among investors in the same Fund. Unless as otherwise set
forth in the Organizational Documents of a Fund, Management Fees will continue to be payable
during any term extensions.

The Management Fees paid by a Fund will generally be reduced by certain fees and expenses, such
as excess organizational expenses, in accordance with the Funds’ Organizational Documents. The
amount and manner of such Management Fee reductions, if any, are set forth in the Organizational
Documents of the applicable Fund.

Certain investors in the Funds that are employees, former employees, business associates and other
“friends and family” of the Adviser, its affiliates or their personnel (including any related entity
established by any of the foregoing, such as trusts, charitable programs, endowments or related
programs, family investment vehicles and other estate planning vehicles) (collectively, “Adviser
Investors”) will not typically pay Management Fees or Carried Interest in connection with their
investment in a Fund. Furthermore, the Adviser has in the past and may, from time to time in the
future, establish certain investment vehicles through which Adviser Investors or other third parties
may invest alongside one or more Funds in one or more investment opportunities which generally
do not pay Management Fees or Carried Interest.

Management Fees billed to and received from the Funds are payable quarterly either (i) in advance,
generally on the first day of each fiscal quarter, or (ii) in arrears, generally on the last day of each
fiscal quarter. Upon termination of an Advisory Agreement, Management Fees that have been
prepaid, if any, are generally returned on a prorated basis.

Expenses

Adviser Expenses

To the extent provided in the Organizational Documents of the Funds and except as described
herein as a Fund or portfolio company expense, as a general matter, the Adviser will bear its own
internal costs of existence and operations, such as rent, utilities, communications, office supplies,
office equipment, member/employee salaries and benefits (not including Carried Interest
compensation described in Item 6 below), expenses incurred in excess of a Fund’s organizational
expense cap as applicable, and its expenses incurred in connection with general information
technology.

Fund Expenses

Subject to the Organizational Documents of the Funds, each Fund will bear all other costs,
expenses and losses incurred by such Fund, its general partner, or an affiliate thereof and associated
with the formation, operation, dissolution, winding-up, liquidation or termination of the
partnership to the extent not borne by its portfolio companies, including (i) all out-of-pocket
expenses associated with the organization of a Fund’s general partner or a Fund or the syndication
of interests therein; (ii) legal, accounting, audit, valuation (including any fairness opinion), tax,
regulatory, reporting (including preparation and distribution of such reporting),
compliance/advisory, administration, bookkeeping, recordkeeping, treasury management,
custodial, information technology, cybersecurity and other professional fees and related
systems/software costs (including retainer fees and other compensation) as well as consulting fees
relating to services rendered to a Fund; (iii) banking, brokerage, broken-deal, registration,
qualification, finders, depositary and similar fees, costs or commissions or discounts (including
broken-deal expenses that may have been allocable to co-investors or other Funds that are co-
investment funds or co-investment vehicles); (iv) transfer, capital and other taxes, as well as
charges, duties and fees, and any other costs (including broken deal, unconsummated deal and
similar costs), incurred in acquiring, developing, holding, selling or otherwise managing or
disposing, or hedging against changes in the value, of Fund assets or obligations; (v) costs and
expenses incurred in respect of company and market research, software, expert networks/research
resources and data services in connection with providing price feeds, news feeds, securities and
company information and company fundamental data attributable to actual or potential
investments; (vi) expenses relating to developing and maintaining artificial intelligence tools and
systems, including machine learning technology and generative artificial intelligence (collectively,
“AI Technologies”) for the benefit of a Fund (including, but not limited to, costs of diligencing,
engaging, monitoring and utilizing professional service providers, subscriptions and related
software and hardware, server infrastructure and hosting, and the expenses, fees, charges and/or
related costs incurred, charged or specifically attributed or allocated (based on methodologies
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Item 7.    Types of Clients

The Adviser currently provides investment supervisory services to the Funds. Investment advice
is provided directly to the Funds (subject to the direction and control of the general partner of each
such Fund, if applicable) and not individually to investors in such Fund.

Interests in the Funds are offered pursuant to applicable exemptions from registration under the
Securities Act and the 1940 Act. Investors in the Funds are generally “qualified purchasers” as
defined in the 1940 Act, and may include, among others, high net worth individuals, banks, thrift
institutions, pension and profit sharing plans, trusts, estates, charitable organizations, university
endowments, corporations, limited partnerships and limited liability companies or other entities.

The Adviser does not have a minimum size for a Fund.