Fees and Compensation — Form ADV Part 2A (7/8/2026)
[Brochure]
Item 5: Fees and Compensation
ThornTree’s compensation for the investment advisory services it provides to Clients is comprised
of an asset-based management fee and an incentive allocation that is based on the performance
achieved subject to a high water-mark. The fees, expenses, and withdrawal terms applicable to each
private fund client are set forth in detail in each of the applicable Fund's Governing Document. A
brief summary of fees and expenses is provided below.
Management Fee
Fund Investors typically pay ThornTree or an affiliate in advance a monthly fee equal to between
.083% to .104% (i.e., 1.0% to 1.25% on an annualized basis) of the net asset value of each Fund
Investor’s capital account. Private Investments attributable to a Fund Investor will be valued at cost
or its current fair market value if a third party valuation event has occurred with respect to such
Private Investment for purposes of this calculation. Co-investment vehicles pay 0.50% management
fee annually based on invested capital.
The Management Fee in respect of private investments may be paid to us or an affiliate in several
ways (or a combination thereof): (i) from a private fund client Investor’s capital Subaccount; (ii)
accrued and paid upon realization or deemed realization of Private Investments; (iii) through a
distribution in kind of assets; and/or (iv) currently by way of a payment from such Fund Investor;
provided that a payment pursuant to (ii), (iii) or (iv) will only be made, or requested, if payment
amounts pursuant to (i) are insufficient.
ThornTree or the General Partner may elect, in its sole discretion, to reduce, waive or calculate
differently the Management Fee in respect of any Fund Investor without offering the same
opportunity to other Fund Investors and will waive the Management Fee for the General Partner
and its affiliates and any of their respective owners, directors, officers or employees.
Form ADV Part 2A Firm Brochure | ThornTree Capital Partners LP
Incentive Allocation and Carried Interest
ThornTree or affiliates will be entitled to share in the appreciation in value of each Fund Investor’s
capital account balance, subject to loss carry forward provisions. ThornTree expects that for most
periods and as to most sources of profit, this will be effected through incentive allocations made to
the General Partner.
As of December 31 of each year, each Fund Investor’s capital account(s) (excluding, for any
participating Fund Investor, amounts attributable to its Private Investments) are subject to the
reallocation of up to 20% of the net profits for such period to the General Partner as an Incentive
Allocation, subject to a “high water mark” provision or recovery of prior losses, as described in the
relevant Fund Governing Document.
For Private Investments and co-investment vehicles, a portion of the realized net investment profit
is also allocated to the capital account of the General Partner as “carried interest.” Please see Item
Account Minimums and Types of Clients — Form ADV Part 2A (7/8/2026)
[Brochure]
Item 7: Types of Clients
ThornTree provides investment advisory services to our private fund clients. Details concerning
applicable investor suitability criteria are set forth in the respective Fund Governing Documents and
subscription materials. The minimum commitment for a Fund Investor is generally $1,000,000.
However, ThornTree and/or its affiliates maintain discretion to accept less than the minimum
investment threshold. Each Fund Investor is required to meet certain suitability qualifications, such
as being an “accredited investor” within the meaning set forth in Regulation D under the Securities
Act, as amended, and a “qualified purchaser” as defined in Section 2(a)(51) of the Investment
Company Act, as amended. This brochure is not an offer to invest in our private funds. Any offer
to invest in our private funds will only be made through the provision of their confidential offering
documents. Our private funds are not registered under the Securities Act of 1933 or the Investment
Company Act of 1940.
Form ADV Part 2A Firm Brochure | ThornTree Capital Partners LP
Filed 2021-09-10 (D) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $1,000,000 · Remaining Indefinite · Duration More than one year · Revenue Decline to Disclose
Filed 2019-06-05 (D) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $1,000,000 · Remaining Indefinite · Duration One year or less · Revenue Decline to Disclose
Filed 2025-08-01 (D/A) · Exemption 506(b), 3(c), 3(c)(7) · Minimum $1,000,000 · Remaining Indefinite · Duration More than one year · Net Assets Decline to Disclose
AUM Breakdown
Accounts
AUM ($M)
By Client Type
(a) Individuals (other than high net worth individuals)
0
0.0
(b) Individuals (high net worth individuals)
0
0.0
(c) Banking or thrift institutions
0
0.0
(d) Investment companies
0
0.0
(e) Business development companies
0
0.0
(f) Pooled investment vehicles
6
955.3
(g) Pension and profit sharing plans
0
0.0
(h) Charitable organizations
0
0.0
(i) State or municipal government entities
0
0.0
(j) Other investment advisers
0
0.0
(k) Insurance companies
0
0.0
(l) Sovereign wealth funds and foreign official institutions
0
0.0
(m) Corporations or other businesses not listed above