Overview
                                    
                                    
                                        
                                            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.