Motive Capital Management, LLC (“MCM” or the “Adviser”) is an investment advisory firm
specializing in technology-enabled businesses that power financial services, business services
and commerce (“Financial Technology”).
MCM provides investment advisory services to various pooled investment vehicles referred to in
this brochure as “Funds” or as “Clients”.
The Adviser is organized as a Delaware limited liability company and is a wholly-owned subsidiary
of Motive Partners Operating Company, LP (“Motive Partners” or the “Firm”). Motive Partners
was founded in 2016 to establish a fully-integrated, specialist investment platform, bringing
together investing, operating and innovating capabilities, with a focus on Financial Technology.
In February 2023, a subsidiary of Motive Partners acquired an investment advisory firm based in
Berlin, Germany that is focused on early-stage investments in Financial Technology.
Subsequently, embedded / capital GmbH was renamed Motive Ventures GmbH. A subsidiary of
Motive Ventures GmbH, Motive Ventures Management GmbH is co-registered with MCM under
the Advisers Act as a “Relying Adviser.” In October 2023, a subsidiary of Motive Partners
established Motive Ventures B.V. in order to employ certain investment professional located in
the Netherlands. Motive Ventures B.V. is co-registered MCM under the Advisers Act as a “Relying
Adviser.” Collectively, Motive Ventures Management GmbH and Motive Ventures B.V. are
referred to herein as “Motive Ventures.” Unless the context suggests otherwise, references to
MCM or the Adviser herein also include Motive Ventures.
Through MCM, Motive Partners sponsors private fund vehicles that make investments in the
Financial Technology sector. MCM also provides investment advisory services to co-investment
vehicles sponsored by Motive Partners that offer investors opportunities to co-invest alongside
the Firm’s flagship funds in Financial Technology investment opportunities.
Motive Partners generally invests in opportunities in which it believes it can drive value creation
through operational and strategic improvement. As appropriate, Motive Partners will often be
significantly involved with the management and operations of the Funds’ portfolio companies,
including by providing services to such portfolio
companies through Motive Create, the Firm’s
value creation and industry engagement arm. Motive Create employs a team of operating
professionals and technology experts with specialization in Financial Technology.
Motive Create contributes to MCM’s industry analysis, sourcing, due diligence and value creation
capabilities. In particular, Motive Create has formed strategic partnerships with financial services
and technology industry participants that seek to extend the Firm’s ability to create value for the
Funds advised by MCM.
Motive Partners is principally owned by Rob Heyvaert (Founder and Managing Partner), and the
Firm’s ownership extends to a broad base of the Firm’s founders, management, employees and
strategic third-party investors (who do not have any authority over the day-to-day operations or
investment decisions of the Firm or the Adviser). See “Item 10 – “Other Financial Industry
Activities and Affiliations” for additional details.
As the investment adviser to the Funds, MCM anticipates that it will invest each Fund’s assets
pursuant to an investment advisory agreement that the Fund will enter into with MCM, and in
accordance with the Fund’s limited partnership agreement and other governing documents (the
“Fund Governing Documents”). MCM will conduct its investment advisory activities so as to
comply with the investment objective, guidelines and restrictions set forth in each Fund’s
Governing Documents, as the same may be amended from time to time. MCM does not tailor its
investment activities on behalf of a Fund to the needs of any individual investor in a Fund.
However, in accordance with common industry practice, a Fund or its general partner may from
time to time enter into a “side letter” or similar agreement with an investor pursuant to which the
Fund or its general partner grants the investor specific rights, benefits or privileges that are not
generally made available to all investors. See “Item 8 – “Methods of Analysis, Investment
Strategies and Risk of Loss” for additional details.
As of December 31, 2023, MCM had approximately $4,852,990,744.78 of regulatory assets under
management, all of which are managed on a discretionary basis. Regulatory assets under
management as noted herein include committed capital for the Funds.