SORA Investors LLC

FEES AND COMPENSATION

Sora charges both asset-based “management fees” and performance-based “performance fees” to its Clients.
The amount of these fees and reimbursements is subject to negotiation between Sora and its Clients, and is
set out in the investment advisory agreement between Sora and the applicable Client.

With respect to its management of an account for a Separate Account Client, Sora generally charges a
monthly asset-based management fee equal to approximately 0.125% (approximately 1.5% per annum) of
the value of the assets in such account. However, the types and amounts of fees payable by a Client may be
negotiated based on a variety of factors, including, but not limited to, the size (i.e., minimum separate
account capital requirements), composition and complexity of the Client’s account, length and nature of
Sora’s relationship with the client or other factors deemed relevant by Sora. In particular, for certain
strategic Client relationships with very large accounts, Sora has agreed under certain circumstances, and
may in the future agree with other such strategic Clients, to charge such Separate Account Client for its pro
rata share of the operating and overhead expenses incurred by Sora and its affiliates, in lieu of an asset-
based fee.

Management fees and expense reimbursements generally are invoiced to the applicable Client on a monthly
basis, unless otherwise agreed with a particular Client.

Other Fees and Expenses. Sora’s clients incur other expenses in connection with Sora’s advisory services.
Sora’s fees do not include transaction fees, brokerage commissions, custody fees and other related costs
and expenses that will be incurred by a client with respect to the transactions for its account. Clients also
bear the investment management or other fees charged by any mutual funds or ETFs in which the client’s
account may invest, as disclosed in the prospectus for the applicable fund.

It is anticipated that, when the Sora Funds are launched, investors in such funds will also bear additional
charges and expenses in connection with such investment. Each Sora Fund will incur legal and
organizational expenses in connection with its formation and initial offering, which generally will be borne
by the applicable fund (and, therefore, indirectly by its investors). In addition, the Sora Funds will also bear
ongoing expenses, which may include, without limitation, filing fees related to the offering of such Sora
Fund; any interest, fees (including commitment fees), and costs of fund-related borrowings (including
borrowings related to positions held on margin); routine operational costs such as printing and duplication
expenses, legal, accounting, director services, bookkeeping, recordkeeping, auditing, consulting and other
professional expenses, administration (including the costs and expenses of the administrator of such Sora
Fund), clerical and tax preparation expenses, all taxes (if any) imposed on such Sora Fund (or that the Sora
Fund is required to withhold or pay with respect to any of its investors), and fees payable to governments
or agencies; such Fund’s pro rata portion of any E&O, D&O, cyber or any other form of insurance; bank
charges and borrowing costs; exchange, board of trade or other trading or execution facility membership or
participation expenses; travel expenses related to a Sora Fund’s activities; investment research expenses,
market data, price quote data, newswire and data processing expenses, and software and connectivity
charges; fees and costs payable in connection with preparing and mailing reports to investors in the Sora
Funds; fees and expenses associated with preparing and submitting regulatory filings and compliance
related expenses; and such other expenses necessary to perform the operation of such Sora Fund. Each Sora
Fund will also be responsible for any applicable extraordinary expenses of such Sora Fund (including
litigation costs, indemnification obligations, expenses of registering such Sora Fund with any governmental
agency under the requirements of any applicable law, and costs incurred in connection with a reorganization
or restructuring of such Sora Fund). These additional expenses will be described in greater detail in the
offering documents for each Sora Fund.

                 PERFORMANCE BASED FEES AND SIDE-BY-SIDE MANAGEMENT

Sora also receives performance-based compensation from its Clients, as agreed and set out in the investment
advisory agreement between Sora and the applicable Client.

Generally, performance-based compensation payable to Sora with respect to a Separate Account Client is
equal to between 20% and 25% of the net increase in value (if any) of the assets in the account (including
both realized and unrealized gains and losses) over the applicable measurement period, after recovery of
any losses in prior measurement periods, and subject to variation based on additional performance-related
criteria in certain cases. However, as described in “Fees and Compensation” above, the performance-based
compensation (if any) to be paid by a particular Client is subject to negotiation, based on various factors.

Performance-based fees generally are invoiced to the applicable Client on an annual basis, unless otherwise
agreed with a particular Client.

Conflicts of Interest Related to Performance-Based Compensation. A significant percentage of the
appreciation (if any) which would otherwise be allocated to Clients is paid to Sora as performance-based
fees or allocations. This performance-based compensation is based upon unrealized, as well as realized,
gains, and such unrealized gains may never be recognized by the Client. Performance-based compensation
may create an incentive for Sora or its advisory affiliates to make investments that are riskier or more
speculative than they might otherwise select.

The amount of performance-based compensation (if any) that Sora receives from a Client is expected to
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TYPES OF CLIENTS

Sora offers investment advisory services to institutional investors, including (but not limited to) investment
funds sponsored and operated by other investment advisory firms, and, prospectively, to private investment
funds operated by Sora or one of its affiliates. Separate Account Clients are generally subject to a minimum
initial investment of $200,000,000, unless such minimum is waived by Sora in its sole discretion.

         METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS

Sora seeks to generate excess and uncorrelated returns relative to broad equity indices by pursuing a
fundamental, long/short equity strategy and specializing in the global technology, media and
telecommunications (“TMT”) industry. Sora employs a bottom-up, fundamental research process overlayed
with disciplined risk management to seek responsible and idiosyncratic exposures to specific securities,
while generally constraining exposures to broad equity markets and systematic risk factors.

Sora invests, long and short, in U.S. and developed international equities markets (including related
derivatives and ETFs), with a focus on investments in TMT, as well as in adjacent tech-related segments of
the industrial and consumer sectors.

Sora’s investment team organizes fundamental research in a coverage model approach. The investment
team believes that identifying cohesive groups of related issuer firms and actively and consistently
following these focus firms through market and business cycles supports strong understanding of business
opportunities and challenges and predictive insights into firm and industry dynamics.

The investment team’s fundamental research process is iterative and includes: assessment of each firm’s
competitive, product and industry position and long-term opportunities; firm-level modeling and
forecasting of financial performance over multiple time horizons; interviews with management, competitors
and suppliers; site visits to production and research and development facilities; review of scientific,
academic and industry publications; attendance at technical and industry conferences; valuation and
risk/reward analysis; and in-depth previews, reviews and analysis of each firm’s financial reporting.

By implementing a consistent fundamental research process within focus coverage, the investment team
believes it has an advantage in identifying company-specific performance drivers and distinguishing
between firms with relatively stronger or weaker prospects. In constructing a portfolio of securities, Sora
generally seeks to minimize exposures to less predictable market, style and thematic factors, while isolating
company-specific risk drivers. The investment team believes that developing a highly idiosyncratic
investment portfolio is likely to produce unique and uncorrelated returns for the strategy.

Long Investments. Sora seeks long equity positions in firms which the investment team believes are
undervalued and with characteristics that may include (but are not limited to): discount valuation relative
to intrinsic value, normalized earnings power and/or peers with similar growth and financial characteristics;
stable and growing free cash flow generation with attractive incremental return on invested capital; large
and expanding addressable markets; innovative potential to disrupt incumbent players; favorable
organizational and leadership changes; compelling new product offerings; and robust and intact long-term
structural drivers, but transitory challenges. Long positions are largely expected to be single-stock, but may
also include equity indices and ETF securities.

Short Investments. Sora seeks short equity positions in firms which the investment team believes are
overvalued with characteristics that may include (but are not limited to): premium valuation relative to
intrinsic value, normalized earnings power and/or peers with similar growth and financial characteristics;
deteriorating financial performance, increasing competitive pressures and risks; maturing or deteriorating
product offerings; cyclically peaking or declining addressable markets; untenable customer concentration
risks; challenged balance sheets and capital structures; and questionable or deceptive accounting,
governance or reporting practices. Short positions are largely expected to be single-stock, but may also
include equity indices and ETF securities.

Portfolio Construction. Sora seeks to maintain a high level of idiosyncratic risk in its investment portfolio
by hedging out and reducing systematic risk including style factors, industry tilts, and overall market
exposure. The sizing of security positions in Sora’s portfolios is informed by the investment team’s view
of: the expectancy of various candidate positions; magnitude of a variant earnings forecast relative to
consensus expectations; valuation versus historical ranges and firms with similar growth and profitability
profiles; relative valuation versus peers; expected correlation to other positions in the portfolio; forecasted
event paths and business developments; and anticipated post-event narratives. The investment team is
continually re-underwriting positions in the investment portfolio by re-assessing risk/reward, incorporating
new information and applying judgement about positioning and expectations.

TMT Sector. Sora’s investments are focused within the technology, media and telecommunications (TMT)
sectors, but also may include investments in adjacent segments of the industrial and consumer sectors that
are technology-related (such as factory robotics, clean energy transformation, transportation technologies,
consumer Internet applications and consumer electronics). Key sub-sectors for the strategy may include
(but are not limited to): applications software, infrastructure software, cybersecurity, communications
equipment, networking, data centers, computing hardware and storage, internet platforms, marketplaces,
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