Sandbrook Capital Management LP, a Delaware limited partnership and a registered investment adviser, and its affiliates (collectively, “Sandbrook”) provide investment advisory services to investment funds privately offered to qualified investors in the United States and elsewhere. Sandbrook commenced operations in November 2021 as “Sandbrook Capital Management LLC,” a Delaware limited liability company, and converted to a limited partnership in June 2023. Sandbrook’s clients include the following (each, a “Fund,” and collectively, together with any future private investment fund to which Sandbrook and/or its affiliates provide investment advisory services, the “Funds”):
• Sandbrook Climate Infrastructure Fund I LP
• Sandbrook Climate Infrastructure Fund I-B LP
• Sandbrook Climate Infrastructure Fund I-C LP (together with Sandbrook Climate Infrastructure Fund I LP and Sandbrook Climate Infrastructure Fund I-B LP, “Climate Infrastructure Funds”)
• Sandbrook Climate Infrastructure Fund Co-Investment I-A LP
• Sandbrook Climate Infrastructure Fund Co-Investment I-B LP
• Sandbrook Climate Infrastructure Fund Co-Investment I-C LP
• Sandbrook HF Co-Invest LP
• Sandbrook NxW Co-Invest LP
• Sandbrook NxW Co-Invest II LP The following general partner entities are affiliated with Sandbrook:
• SCIF I GP LP
• Sandbrook Co-Invest GP I LLC
• Sandbrook Co-Invest GP II LLC (each, a “General Partner,” and collectively, together with any future affiliated general partner entities, the “General Partners”). Each General Partner is subject to the Advisers Act pursuant to Sandbrook’s registration in accordance with SEC guidance. This Brochure also describes the business practices of the General Partners, which operate as a single advisory business together with Sandbrook. Whenever from the context it appears appropriate, reference herein to Sandbrook includes the General Partners. The Funds are private equity funds and invest through negotiated transactions in operating entities, generally referred to herein as “portfolio companies.” Sandbrook’s investment advisory services to the Funds consist of identifying and evaluating investment opportunities, negotiating the terms of investments, managing and monitoring investments and achieving dispositions for such investments. Although investments are made predominantly in non-public companies, investments in public companies are permitted, subject to the restrictions in each Fund’s respective Governing Documents (as defined below). Where such investments consist of portfolio companies, the senior principals or other personnel of Sandbrook or its affiliates generally serve on such portfolio companies’ respective boards of directors or otherwise act to influence control over management of portfolio companies in which the Funds have invested. Sandbrook’s advisory services to the Funds are detailed in the relevant private placement memoranda or other offering documents (each, a “Memorandum”), limited partnership or other operating agreements of the Funds (each, a “Partnership Agreement”

and, together with any relevant Memorandum, the “Governing Documents”) and are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.” Investors in the Funds (generally referred to herein as “investors” or “limited partners”) participate in the overall investment program for the applicable Fund, but in certain circumstances are excused from a particular investment due to legal, regulatory or other agreed-upon circumstances pursuant to the Governing Documents; for the avoidance of doubt, such arrangements generally do not and will not create an adviser-client relationship between Sandbrook and any investor. The Funds or the General Partners have entered into side letters or other similar agreements (“Side Letters”) with certain investors that have the effect of establishing rights under, or altering or supplementing the terms (including economic or other terms) of, the Governing Documents with respect to such investors. Additionally, as permitted by the Governing Documents, Sandbrook has provided and expects to provide (or agree to provide) investment or co-investment opportunities (including the opportunity to participate in co-invest vehicles) to certain current or prospective investors or other persons, including other sponsors, market participants, finders, consultants and other service providers, portfolio company management or personnel, Sandbrook personnel and/or certain other persons associated with Sandbrook and/or its affiliates. Such co-investments typically involve investment and disposal of interests in the applicable portfolio company at the same time and on the same terms as the Fund making the investment. However, for strategic and other reasons, a co- investor or co-invest vehicle (including a co-investing Fund) purchases a portion of an investment from one or more Funds after such Funds have consummated their investment in the portfolio company (also known as a post-closing sell-down or transfer), which generally will have been funded through Fund investor capital contributions and/or use of a Fund credit facility. Any such purchase from a Fund by a co-investor or co-invest vehicle generally occurs shortly after the Fund’s completion of the investment to avoid any changes in valuation of the investment and within 180 days, unless the Fund’s advisory committee otherwise consents. Where appropriate, and in Sandbrook’s sole discretion, Sandbrook reserves the right to charge interest on the purchase to the co-investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under certain conditions), and to seek reimbursement to the relevant Fund for related costs. However, to the extent any such amounts are not so charged or reimbursed (including charges or reimbursements required pursuant to applicable law), they generally will be borne by the relevant Fund. As of December 31, 2023, Sandbrook managed $2,147,908,316 in regulatory assets under management on a discretionary basis. Sandbrook is ultimately managed and controlled by Kenneth Ryan, Alfredo Marti, German Cueva, Christopher Hunt, and Carl Williams.