Firm Overview Vivaldi Capital Management LP (“VCM”) is an investment advisory firm that has been registered with the SEC since February 2012. VCM is primarily owned by VFT Holdings LP, a Delaware limited partnership. VFT Holdings’ principal owners are David Sternberg (through a corporation), Michael Peck, Randal Golden (though a corporation), Chad Eisenberg, and Scott Hergott (through a limited liability company). As of December 31, 2023, VCM’s assets under management were $3,727,839,086, of which $1,471,913,223 were managed on a discretionary basis and $2,255,925,863 were managed on a non-discretionary basis. Firm Products & Services VCM is an investment advisory firm that specializes in providing integrated wealth management solutions to high- net-worth individuals, family offices and institutions and their related entities, including trusts and retirement plans. Wealth Management Services VCM primarily provides its clients with integrated investment and other wealth planning and management services. Our wealth management philosophy is rooted in a dedication to knowing our clients and their families personally so that we can thoroughly understand their goals, interests, concerns, and risk tolerance. In accord with that philosophy, each client works with a dedicated wealth advisor to tailor wealth management solutions that address the client’s unique needs. VCM’s investment processes are designed to allow us to tailor investment recommendations to each client and in turn to construct an allocation that is unique to a client’s needs, objectives and circumstances. Prior to engaging VCM, each client is asked to enter into one or more written agreements setting forth the terms, conditions, and objectives governing VCM’s services. In addition, each client may be asked to furnish, or arrange to have furnished, information regarding accounts held with other financial institutions along with information about other assets in which they have an ownership interest. For various clients, VCM provides separately managed accounts1; equity, mutual fund and fixed income portfolio solutions; alternative investments; and institutional due diligence services (through an affiliate) on various fund managers and products in which clients may invest (some of which may be affiliated). In addition, VCM provides comprehensive wealth management, asset and performance reporting, offers individualized financial planning, and helps orchestrate professional services provided by third parties (including accountants, attorneys, etc.). VCM believes that its clients may benefit from allocation to alternative investments. Investing directly in hedge funds, private equity, and/or real estate funds can be difficult for many individuals given that certain managers may require large minimum investments which limit an individual’s ability to diversify his/her investments, may have restrictive liquidity terms, or may no longer be open to new investors. To help offset these potential barriers to entry 1 A separately managed account (“SMA”) is a portfolio of securities directly owned by the investor and managed according to a specific discipline and/or style by a professional investment manager. SMAs, while often managed in line with pooled vehicles the investment manager may also be managing, differ from pooled vehicles like mutual funds in that each portfolio is unique to a single account. As a result, there generally will not be an exact correlation between the holdings and transactions in the SMA with that of the pooled vehicle or other accounts the investment manager is managing. Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300 | F: 847.386.2910 5 into these types of investment opportunities, VCM has access (through an affiliated joint venture described below) to a variety of private funds that allow VCM qualified clients to invest in relatively diversified and carefully constructed pools of institutional-quality alternative investments, including hedge funds and private equity and real asset funds, managed by unaffiliated investment advisers. FTCS Investment Platform On November 1, 2021, VFT Holdings and First Trust Capital Partners formed a joint venture to own and operate a robust investment platform for registered investment advisors and their clients focused on alternative investment solutions. The joint venture, called First Trust Capital Solutions L.P. (“FTCS”), is owned by First Trust Capital Partners and VFT Holdings and its affiliates. The investment platform (the “FTCS Investment Platform”) specializes in alternative strategies that include privately-offered alternative investment allocation vehicles (together, the “First Trust Private Funds”), and closed- end interval funds and tender offer funds advised/managed by an affiliate, First Trust Capital Management (“FTCM”). FTCM operates as a wholly owned subsidiary of FTCS. FTCS oversees proprietary strategy models (referred to as building blocks) which span a range of asset classes and objectives. See “Investment Strategies – Managed Portfolios” below. As opposed to traditional “fund-of-funds,” the First Trust Private Funds provide clients with the ability to customize their investment allocations to various underlying funds through the selection of different single-manager or multi- manager classes within each investment strategy group. The investment programs of each class of the First Trust Private Funds are based upon the specific objectives of each over-arching strategy and the underlying fund(s) in which the class invests. Investors should refer to these funds’ private placement memoranda and class supplement documents, as well as the underlying funds’ private placement memoranda, for a more complete discussion of these investments.2 FTCS also has a technology platform of private investment opportunities designed for investment advisors and their high net worth and family office clientele. This business, which operates under the name First Trust Innovative Technologies LP as a subsidiary of FTCS, performs due diligence on managers across all asset classes and strategies, and maintains a proprietary database of firms, portfolio managers, and all related correspondence. VCM and FTCS are parties to a Platform Access Agreement that provides VCM advisors access to the FTCS Investment Platform, including the First Trust Private Funds, the proprietary strategy models, research materials and technology platform, as well as certain administrative and other services, for a fixed annual fee. VCM advisors utilize the models’ building blocks to construct diversified client portfolios to meet client goals and objectives, which may include investments in First Trust Private Funds and other investment vehicles (whether managed by FTCM or unrelated managers). VCM utilizes the technology provided by the FTCS Investment Platform for tracking, reporting and creating a more seamless and effective client experience. ERISA Investment Fiduciary Services VCM, doing business as VCM Retirement Plan Services, provides investment advisory services and, through a sub- advisory relationship with Pensionmark Financial Group, LLC (“Pensionmark”), an unaffiliated registered investment adviser, investment management services to retirement plan sponsors and participants. In performing 2 The First Trust Private Funds are limited liability companies or limited partnerships and are exempt from registration under federal securities regulations, including the Investment Company Act of 1940 (the “Investment Company Act”) and the Securities Act of 1933 (the “Securities Act”). As a result, investment in the First Trust Private Funds is limited to persons who are “accredited investors” as defined under Securities Act rules and, in most cases, “qualified purchasers” as defined in the Investment Company Act. Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300 | F: 847.386.2910 6 these services, VCM, with the assistance of Pensionmark, acts as a fiduciary and performs those duties required of a fiduciary as defined under Section 404 of the Employee Retirement Income Security Act of 1974 (“ERISA”) and Section 4975 of the Internal Revenue Code. VCM acts solely in the best interest of retirement investors in accordance with the fiduciary responsibilities set forth in ERISA. Under the sub-advisory agreement between VCM and Pensionmark, VCM is primarily responsible for all communication with the retirement plan sponsors and participants and determining which plan provided and monitored by Pensionmark is suitable for each client. As part of its process, VCM provides general enrollment and education meetings with plan participants and meets with plan participants to gauge their risk tolerance and their investment goals. Pensionmark, as the sub-advisor, furnishes continuous and regular supervision of the ERISA 3(38) investment management for the plans and determines which investments are added, eliminated, or replaced within the plans offered, in accordance an investment management methodology agreed upon by VCM. VCM pays Pensionmark a fee based on an agreed upon fee schedule. VCM does not charge clients any fees or costs higher than its standard client fee schedule or otherwise pass the fees paid to Pensionmark on to its clients. To help avoid conflicts of interest and ensure compliance with relevant regulations, VCM will not recommend to plan participants any of the public or private funds it or its affiliates manage and will not include those funds in its model portfolios. Fees & Compensation Wealth Management Services VCM generally charges clients for which it provides Wealth Management Services an annual asset-based fee (a “Management Fee”) based on a schedule that takes into consideration the size of the clientʼs portfolio. The current schedule is as follows: Assets Under Management Total Assets Min ($) Total Assets Max ($) Percent (%) 0 2 million 1.25 2 million 10 million 0.95 10 million 25 million 0.85 >25 million 0.75 The Management Fee may vary based on certain client-specific factors such as timing of the relationship, account size, number of accounts held together under a household, as well as the asset classes in which the client invests and the complexity of the relationship. In many circumstances, related family assets are aggregated for calculating fee breakpoints. Certain clients may receive a discount based on the limited scope of services being provided or during the initial period of investment. When engagements involve multiple households, the fee schedule is applied at the family level and a discount is applied for each household depending on the size and complexity of the relationship. VCM typically requires a minimum initial account size of $1,000,000 but reserves the right to accept client accounts that do not meet this minimum condition. As a component of its investment strategy, VCM utilizes the First Trust Private Funds. VCM clients who invest a portion of their assets in the First Trust Private Funds pay a single Management Fee on those assets (i.e., the client Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300

| F: 847.386.2910 7 pays no additional fees because of its involvement with the First Trust Private Funds). Depending on the circumstance, VCM may debit the entire Management Fee from a custodial account and no management fee is charged on the clients’ investment in the First Trust Private Funds, or vice versa, or the Management Fee could be charged in part through a debit to a custodial account and in part by the First Trust Private Funds. The value of the First Trust Private Fund investments is included in the client’s portfolio for purposes of determining the applicable Management Fee rate, and detailed reconciliations are available for clients to review. VCM also utilizes a private fund that it manages, Cornerstone Diversified Portfolio, LP (the “Cornerstone Fund”), for which fees are handled in the same manner. As a component of its investment strategy, VCM also utilizes registered mutual funds and exchange traded funds (“ETFs”) advised by FTCM, for which FTCM receives fees as detailed in the offering materials for those funds. The value of the FTCM-advised fund investments is included in the client’s portfolio for purposes of determining the applicable Management Fee charged. Fee Billing The manner in which specific fees are calculated and charged is described in each client’s written investment management agreement with VCM. In its agreement with its clients, VCM reserves the right to modify its billing practices by advance written notice. VCM bills the Management Fee on a calendar quarter basis. Typically, the Management Fee is billed in arrears, although in certain situations it is billed in advance. To determine the Management Fee when billed in arrears, the rate to which the client agreed in the client’s investment management agreement will be multiplied by the average daily market value of assets under management during the calendar quarter. When billed in advance, the rate to which the client agreed in the client’s investment management agreement will be multiplied by the value of the client’s portfolio on the last day of the previous quarter. For illiquid assets, where valuations are not always readily available, VCM will normally utilize the last available value plus or minus any intra-quarter capital activity. In any partial calendar quarter, the fee will be pro-rated based on the number of days the client account was open during that quarter. Clients may pay for advisory services by check or by wire or may give VCM the authority to have the Management Fee debited directly from the client’s account(s). Clients typically grant VCM authority to have the Management Fee deducted directly from the client's account(s) held by an independent custodian. VCM will notify the custodian of the amount of the Management Fee due for each quarter through the custodian's electronic disbursement system. The custodian will send each client a statement, at least quarterly, indicating the amounts disbursed from each account, including the amount of the Management Fee paid directly to VCM. Clients are urged to carefully review the reports received from the custodian and to compare those reports with any reports received from VCM. Additional Services Fees for institutional due diligence (performed by an affiliate) and other additional services are negotiated on a project-by-project basis. Other Fees & Expenses VCM’s fees are exclusive of brokerage commissions, transaction fees, and other related costs and expenses which may be imposed by custodians, brokers, third party managers, and other third parties. These additional charges may include custodial fees, deferred sales charges, transfer taxes, wire transfer fees, electronic fund fees, Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300 | F: 847.386.2910 8 commissions or mark-ups, and other fees and taxes on brokerage accounts and transactions in those accounts. Clients pay these fees directly to the custodian and/or broker. See “Brokerage Practices” below for a description of the factors that VCM considers in selecting or recommending broker-dealers for client transactions and in determining the reasonableness of their compensation (e.g., commissions). Separately managed accounts, non-affiliated managed funds, certain affiliated managed funds, mutual funds, ETFs, and other investment products (including certificates of deposit (“CDs”) and other instruments) are subject to additional fees, commissions and administrative costs that are borne by their investors. Clients’ trading activity in stocks, bonds, mutual funds, ETFs, and other financial instruments (including CDs) will result in commissions and other transaction costs in accordance with each client’s arrangements with its broker/dealer and custodian. Mutual funds, ETFs and private funds also charge internal management fees, which are disclosed in a fund’s prospectus or offering documents. Neither VCM nor its supervised persons accept compensation for the sale of securities or other investment products. Cornerstone Fund Management Fees The Cornerstone Fund is subject to a variety of fees and expenses. These fees and expenses include management and incentive fees and may include performance-based incentive allocations and management fees collected by the managers chosen by VCM; fund legal, administrative, and audit costs; costs incurred in connection with the acquisition, ownership, financing, hedging or sale of investments; and taxes for the Cornerstone Fund and for the underlying funds in which it invests. These fees and expenses are described in detail in the Cornerstone Fund’s confidential offering materials. Each client that invests in the Cornerstone Fund indirectly bears his or her proportional share of the fees and expenses of the fund. These fees and expenses are charged to the fund and not billed directly to the client. The payment of management fees, performance-based fees, and administrative and operating expenses at the underlying fund and possibly sub-fund levels, as well as the payment of administrative and operating expenses incurred by the Cornerstone Fund, may result in a layering of fees and significant expenses. Waivers Compensation payable to VCM is generally not negotiable, but under certain circumstances VCM may, in its sole discretion, reduce or waive all or a portion of its Management Fee, other compensation and/or expenses for a particular investor based on factors such as assets under management with the firm, longevity, and type of investment. Transactions or Arrangements Between Certain Related Parties As discussed in this Brochure, VCM and FTCM are related companies. As a component of its investment strategy, VCM may utilize the Cornerstone Fund it manages or registered mutual funds, ETFs or private funds advised by FTCM or its affiliate(s) (“Affiliated Funds”). In such situations, VCM or its affiliate(s) receive fees from the Affiliated Funds for serving as investment adviser (in the case of the Cornerstone Fund) or benefit from fees collected by an Affiliated Fund (in the case of the First Trust Private Funds, mutual funds or other funds advised by FTCM), as detailed in the Affiliated Fund’s offering materials. These fees create a financial incentive for VCM to utilize Affiliated Funds so that fees and expenses charged by the fund or manager benefit VCM or its affiliate, rather than a non- affiliate. Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300 | F: 847.386.2910 9 Termination of Advisory Agreement VCM’s investment management agreement provides for termination of the investment management relationship between VCM and the client upon written notice. In the event a client terminates its account or otherwise withdraws assets prior to the end of the quarter, a final invoice will be issued for payment promptly upon such notice of termination. In addition, the client may be subject to investment withdrawal fees, gates or other restrictions charged by any of the investments that the client may wish to redeem or sell at the time of the termination. Termination of the investment management relationship with VCM does not terminate a client’s obligations to meet capital calls for, or other commitments to, any private equity investments made through or with VCM as described in those investments’ confidential offering materials. Performance Based Fees & Side By Side Management Payment of management fees, performance-based fees, and administrative and operating expenses charged by any of the funds in which a client directly or indirectly invests results in a layering of fees which may result in a significant cost of investment. Performance Based Fees VCM may earn a performance fee from the Cornerstone Fund. The performance-based fee is calculated based on a percentage share of the net profit on, or capital appreciation of, the assets of the fund. The performance allocation may create an incentive for VCM to cause the Cornerstone Fund to make investments that are riskier or more speculative than would be the case if VCM were allocated only a fixed amount. Performance-based fees are only charged in accordance with the provisions of Rule 205-3 of the Investment Advisers Act of 1940 (the “Advisers Act”) and any applicable state regulations. Please see the Cornerstone Fund’s offering materials for additional information about the performance-based fee. Side by Side Management From time to time, VCM may become aware that certain of the private funds in which the First Trust Private Funds invest are willing to accept direct investments from VCM’s clients. In such cases, VCM may notify select clients about the investment opportunity. Although VCM will always try to treat its clients fairly over time, these types of investment opportunities will only be presented to those clients for whom VCM believes, based on the client’s stated financial profile and investment objectives, they would be appropriate.3 In addition, conflicts could exist in the allocation of investment opportunities for SMAs, sub-advised assets, the Cornerstone Fund and VCM’s affiliates. Conflicts may exist due to available funds or restrictions defined in the investment management agreement. VCM has designed its procedures to provide fair and equitable allocation among SMAs, sub-advised assets, the Cornerstone Fund, and VCM affiliates. Because we endeavor at all times to put the interest of our clients first, we take the following additional steps to address any potential conflicts:
• We disclose to investors and prospective clients the existence of material conflicts of interest, including the potential for our firm and its employees to earn more compensation from some clients than others; and 3 Clients will only be presented with such opportunities if VCM knows that they can satisfy the higher minimums required for a direct investment. Vivaldi Capital Management LP | 225 W. Wacker Drive | Suite 2100 | Chicago, IL 60606 | P: 312.248.8300 | F: 847.386.2910 10
• We have implemented policies and procedures for fair and consistent allocation of investment opportunities among any funds, affiliates, or other client accounts, subject to the fund’s/client’s underlying strategy, cash availability, availability of interests in the underlying funds, and other appropriate considerations.