Viking Global Investors LP

FEES AND COMPENSATION
   A. Advisory Fees and Compensation.
        The principal forms of compensation received by Viking or its affiliates from the Funds
are Management Fees, Incentive Allocation, and, for certain legacy Hybrid Funds investments,
a Priority Profits Allocation (each as defined below). The applicable fee structure differs by
Fund.
        Viking receives asset-based fees from the VGE Funds, the VLF Funds, and the Hybrid
Funds, and receives invested capital-based fees from the Hybrid Funds, the Drawdown Funds,
the Vintage IV Funds, and the Structured Capital Funds (collectively, “Management Fees”).
Certain Viking affiliates receive performance-based compensation (“Incentive Allocation”)
from the Funds. Viking also receives an asset-based allocation of profits from illiquid
investments acquired or designated as such prior to January 1, 2024 in the Hybrid Funds (the
“Priority Profits Allocation”). Effective as of January 1, 2024, Viking discontinued the Priority
Profits Allocation for illiquid investments acquired or designated as such on or after January 1,
2024; Viking instead receives Management Fees in respect of such illiquid investments, as
described below. Except as otherwise described in this Item 5, each of the Funds is subject to
a Management Fee and Incentive Allocation. Only the Hybrid Funds are subject to the Priority
Profits Allocation. Investors in the Funds who are Viking Affiliates do not bear a Management
Fee, a Priority Profits Allocation, or an Incentive Allocation during the term of their
employment or affiliation with Viking and, in some cases, for a period thereafter. Certain Co-
Investment Vehicles do not pay Management Fees or Incentive Allocation. The Management
Fee, Priority Profits Allocation, and Incentive Allocation, as applicable, are not negotiable.
However, Viking may, in its discretion, (a) waive or reduce all or any portion of the
Management Fee, Priority Profits Allocation, or Incentive Allocation with respect to any
investor in any Fund, (b) cause all or any portion of the Management Fee, Priority Profits
Allocation, or Incentive Allocation, as applicable, to be paid from, or on behalf of, the
applicable Fund or any other entity through which such Fund invests directly or indirectly,
including from a pass-through entity below an investment vehicle treated as a corporation for
United States (“U.S.”) federal income tax purposes, and (c) cause all or any portion of the
Management Fee, Priority Profits Allocation, or Incentive Allocation, as applicable, to be paid
to any affiliate of Viking.
       Generally, Viking earns:
VGE Funds:
   •   at the beginning of each month, a Management Fee equal to 0.125% (1/12th of 1.5%)
       of the net asset value of each capital account or each series of shares (as applicable) of
       each VGE Fund.
   •   at the end of each fiscal year or upon the redemption of an investor, an Incentive
       Allocation equal to a percentage (20% for investors with a one-year lock-up; 17.5% for
       investors with a three-year lock-up) of the net capital appreciation allocated to each
       investor in a VGE Fund during such period. The Incentive Allocation is taken only on
       net capital appreciation in excess of the prior losses of such investor (a “high water
       mark”); however, Viking (or, for the non-U.S. domiciled VGE Fund, its Board of
       Directors), may reset the high water mark for certain classes of investors, which triggers
       an early right of redemption for any affected investors. In addition, the Incentive
       Allocation with respect to investors who initially agreed to be subject to a three-year
       lock-up period (and thus had been subject to an Incentive Allocation rate of 17.5%) will

         be recalculated on the entire interest at a 20% rate retroactive to the beginning of the
         lock-up period and then crystallized and reallocated to Viking.
VLF Funds:
    •    at the beginning of each month, a Management Fee equal to 0.125% (1/12th of 1.5%)
         of the net asset value of each capital account or each series of shares (as applicable) of
         each VLF Fund.
    •    at the end of each fiscal year or upon the redemption of an investor, an Incentive
         Allocation equal to a percentage (20% for investors with a one-year lock-up; 17.5% for
         investors with a three-year lock-up) of the excess of the net return for each investment
         made by an investor in a VLF Fund over the performance of the MSCI World Index (as
         defined below). 4 The Incentive Allocation is taken only on net return in excess of any
         prior underperformance of each investment made by such investor relative to the MSCI
         World Index; however, Viking (or, for the non-U.S. domiciled VLF Fund, its Board of
         Directors), may reset the underperformance recovery amount for certain classes of
         investors, which triggers an early right of redemption for any affected investors. In
         addition, the Incentive Allocation with respect to investors who initially agreed to be
         subject to a three-year lock-up period (and thus had been subject to an Incentive
         Allocation rate of 17.5%) will be recalculated on the entire interest at a 20% rate
         retroactive to the beginning of the lock-up period and then crystallized and reallocated
         to Viking.
         The above references to the “MSCI World Index” refer to the Morgan Stanley Capital
         International World Index (dividends reinvested net of withholding taxes) measured in
         local currency terms (Bloomberg symbol: NDDLWI). 5
Hybrid Funds:
    •    at the beginning of each month, a Management Fee equal to 0.125% (1/12th of 1.5%)
         of the net asset value of each capital account of each Hybrid Fund attributable to liquid
         investments.
    •    upon the realization of an illiquid investment acquired or designated as such prior to
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TYPES OF CLIENTS
        Viking’s clients are the Funds to which it provides investment advice. The Funds are
not subject to any requirements for opening or maintaining an account. Investors in the Funds
include charitable foundations, endowments, pension plans, sovereign entities, funds of funds,
investment companies, trusts, and individuals. Investors in the Funds must meet certain
suitability requirements as set forth in each Fund’s offering memorandum and/or operative
documents. The offering memorandum for each Fund sets forth the required minimum amounts
for investment by investors in such Fund. These minimum investment amounts do not apply to
investors who are Viking Affiliates and may be waived or reduced for any investors in Viking’s
sole discretion.