Fox Run Management, LLC (“FRM” or the “Investment Adviser”) is a Delaware limited liability company
organized in 1997. FRM manages the investments of Fox Run Alpha Fund, LP (the “Alpha Fund”), a hedge
fund which is under common control with it, as well as the investments in a segregated portfolio for
another private fund (the “Private Fund”). This segregated portfolio is managed pursuant to a subadvisory
relationship with the primary adviser for the Private Fund which is not affiliated or under common control
with FRM. Although the segregated portfolio of the Private Fund has other portfolios managed by third party
unaffiliated subadvisors, FRM manages only the assets in the designated segregated portfolio of the Private
Fund. FRM does not manage, or have access to, any information, concerning other portfolio assets of the
Private Fund.
Peter Klein, FRM’s Managing Member, Chief Executive Officer, Chief Compliance Officer and sole equity
owner, is also the Managing Member and sole equity owner of Fox Run GP Services, LLC, the “General
Partner” of the Alpha Fund.
FRM has been the investment adviser for the Alpha Fund since the Alpha Fund’s inception in 1997. The
Alpha Fund is a quantitative hedge fund engaging in various algorithmic trading strategies, some of which
are referred to as Statistical Arbitrage. The designated segregated portfolio of the Private Fund is managed
on a pari passu basis with that of the Alpha Fund.
As noted above, FRM manages a designated segregated portfolio of the Private Fund. This is done on a
pari passu basis with that of the Alpha Fund.
FRM has managed the designated segregated portfolio of the Private Fund since June 2011 as a direct
adviser for the Private Fund. However, beginning in January 2016, FRM’s relationship with the Private
Fund was restructured as a subadvisory arrangement whereby a newly-organized primary adviser (the
“Primary Adviser”) to the Private Fund (through its discretionary authority over the Private Fund),
appointed FRM to serve as a subadvisor for the Private Fund. Other than the modification of the
relationship between FRM and the Private Fund (i.e., direct adviser/client to subadvisor/client) FRM’s
management of the assets of the Private Fund is unchanged. However, as part of the restructuring of the
Private Fund’s investment management as well as the restructuring of the investment management of the
other segregated portfolios of the investment fund to which the Private Fund is one series, (the
“Investment Fund”), the Private Fund’s affiliate organized a new private investment fund (the “New
Fund”) managed by the Private Fund’s Primary Adviser in which portfolio managers (including their
affiliates) of segregated portfolios of the Investment Fund may invest as passive non-controlling equity
members. The New Fund’s investments include, among other things, interests in the Private Fund and the
other segregated portfolios of the Investment Fund. Peter Klein, the controlling principal of both FRM and
the General Partner of the Alpha Fund, has invested in the New Fund and is therefore now also a passive,
non-controlling equity owner of the New Fund and an indirect non-controlling equity owner of the Private
Fund.
Accordingly, Mr. Klein now has an additional financial incentive with regard to the performance of the
Private Fund since, in addition to his subadvisory relationship, he is a de minimis owner of an entity (the
New Fund) which itself invests in the Private Fund.
FRM places trades on behalf of both the Alpha Fund and the segregated portfolio of the Private Fund in a
single omnibus account and then allocates the resulting trades, both long and short on a pari passu basis
between the Alpha Fund and the segregated portfolio of the Private Fund. Since the accounts of the Alpha
Fund and the segregated portfolio of the Private Fund are separate proceeds from the sale of securities
as well as dividends or distributions paid by issuers would flow through to the respective accounts
based on their respective holdings. Deductions of any commissions, fees, interest and other expenses paid to
the broker-dealers executing such orders as well as the fees of the prime broker serving as custodian of the
omnibus account, are made separately from each client account following allocations from the
omnibus account and are based upon charges separately negotiated and agreed to by the prime broker
and each of the Alpha Fund and the Private Fund.
The Alpha Fund, the segregated portfolio of the Private Fund and any other clients whose accounts may be
managed by FRM in the future are hereinafter sometimes referred to collectively as the “clients.” The
strategies employed in managing both fund accounts typically try to profit from either mean reverting
features of stock prices or momentum-like properties of stock prices. For instance, individual stock returns
tend to revert to the mean or average in the short-term, so that a few days of strong relative performance is
often followed by days of relative weakness. Also, stocks that have recently experienced positively-
revised earning expectations tend to continue to receive positive revisions; this is often reflected in
continued relative outperformance. The trading strategies employed by FRM for its clients attempt to take
advantage of these and other relatively short-term anomalies. The Investment Adviser has broad
discretion to vary and redesign the strategies being used for trading at any time based upon the
Investment Adviser’s view as to which strategies have the greatest potential to generate favorable
returns. Investments made through the various investment strategies may include common and preferred
stocks, options, convertible debt, closed-end funds, warrants, bonds and other financial instruments if the
Investment Adviser believes such investments would be advantageous. FRM also uses leverage (margin) and
short selling techniques.
Since inception, Peter Klein has been the sole principal of FRM. He and his management team direct the
investments made for clients.
FRM does not participate in wrap fee programs.
FRM invests all assets it manages on a fully-discretionary basis. As of December 31, 2023, FRM had
approximately $504,438,169 in regulatory assets under management.