TRP Capital Advisors LLC

Item 5: Fees and Compensation
A. Compensation

The Registrant generally charges a 2.0% management fee to TRP Capital Partners, LP, calculated as
a percentage of the Fund’s capital commitments during the commitment period and as a percentage
of funded commitments after the commitment period, but may negotiate with investors to charge
different amounts. The Registrant does not charge a management fee to the existing co-investment
vehicles, but it may elect to do so in the future. The specific fee arrangement, including the amount,
timing and basis of calculation are set forth in the Advisory Agreement.

The Registrant may receive certain fees, including those from the Fund’s portfolio companies, which
may include, but are not limited to, acquisition fees, deal fees, monitoring fees, consulting fees,
management fees, investment banking fees, closing fees, topping fees, break-up fees, directors’ fees
and other similar fees. Fees received from a portfolio company will be allocated between TRP Capital
Partners, LP and any co-investment vehicles based on equity contributed to the respective portfolio
company. The management fee paid by TRP Capital Partners, LP will be reduced by a percentage of
such fees allocable to the Fund as outlined in the Advisory Agreement. Please see the Memorandum
for a more complete description of the Fund’s management fees and other compensation.

An affiliate of the Registrant, TRP Capital Management, LLC, serves as the general partner of the
Fund (“General Partner”), and generally receives a 20% carried interest as described in the
Memorandum. Other affiliates of the Registrant serve as general partners of the co-investment
vehicles and may receive carried interest distributions in such capacity as described in the limited
partnership agreement or other similar agreement of each co-investment vehicle.

Investments by the Registrant, its affiliates, principals and certain employees are typically not subject
to management fees or carried interests.

B. Payment of Fees

Management fees are paid semi-annually in advance.

C. Other Fees

The Registrant may be reimbursed by the Fund for expenses incurred on its behalf, including
organizational expenses, operating expenses and broken deal expenses as defined in the
Memorandum. The Registrant also retains, without reduction of the Fund’s management fee, a
percentage of certain fees, which may include, but are not limited to, acquisition fees, deal fees,
monitoring fees, consulting fees, management fees, investment banking fees, closing fees, topping
fees, break-up fees, directors’ fees and other similar fees as described in the Memorandum. The
amount retained by the Registrant may include the portion of the fees that are allocated to co-
investment vehicles.

D. Payment of Fees in Advance

The Fund is required to pay management fees in advance of advisory services being provided. The
management fee for any period in which the Registrant serves as investment advisor for less than a
full semi-annual period shall be prorated on the basis of the number of days in such period compared
to the number of days the assets were managed by the Registrant during such period.

E. Compensation for Sale of Securities or Other Investment Products

Neither the Registrant nor any of its supervised persons receives any compensation for the sale of
securities or other investment products. All forms of compensation are outlined in Item 5.A.

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Item 7: Types of Clients
The Registrant expects to provide investment advice solely to the private investment funds that it
sponsors.

The Fund is offered only by the Memorandum to investors who meet the relevant investor eligibility
requirements. The Fund’s investors may consist of foundations, financial institutions, operating
companies and other institutional clients, family offices, fund of funds, registered investment
companies, and ultra-high net-worth individuals.

Additionally, the Fund is subject to a minimum investment amount. The Registrant may raise or lower
the minimum investment amount for the Fund and/or accept initial capital commitments below the
established minimum in its discretion.

Please see the Memorandum for more information on investor eligibility requirements and the
minimum investment required by the Fund.