The information in this Item 4 reflects the terms on which Engine No. 1 provides investment advice to its
clients.
Engine No. 1 LLC, founded in October 2020, is a Delaware limited liability company and a registered investment
adviser with a principal place of business in San Francisco, California. Engine No. 1 LLC has four advisory
affiliates:
• Capital Management at Engine No. 1 LLC (“Capital Management”),
• Engagement at Engine No. 1 LLC (“Engagement”),
• The Foundry at Engine No. 1 LLC (“The Foundry”), and
• Fund Management at Engine No. 1 LLC (“Fund Management”).
All affiliates are wholly owned subsidiaries and relying advisers of Engine No. 1, except for Fund
Management, which is a separate investment adviser that is registered with the SEC.
Engine No. 1 LLC, Capital Management, Engagement, the Foundry all operate a single advisory business,
and are collectively referred to herein as “Engine No. 1” or the “Firm.”
Engine No. 1 LLC's sole owner is Engine No. 1 LP, and its general partner is Engine No. 1 GP LLC. Christopher
James is the principal owner of the Firm.
The Firm is focused on delivering investment advice and fund management services with the goal of
achieving capital appreciation for Clients and investors in the Clients (each, an “Investor” and collectively,
the “Investors”) while, at the same time, having a positive impact on the sectors of the broader
community and economy, investing in and building companies that create sustainable growth and long-
term value. The Firm does not limit its investment advice only with respect to certain types of investments.
Please see Item 8.A. for a description of the Firm’s investment strategy.
Engine No. 1 provides investment advisory services through its ownership and control of Capital
Management, Engagement, and The Foundry.
Capital Management provides investment advisory services on a discretionary basis to privately offered
pooled investment vehicles in a master-feeder structure, Engine No. 1 Total Value Perennial Fund, LP (the
“Onshore Feeder”), Engine No. 1 Total Value Perennial Offshore Fund, LP (the “Offshore Feeder”) and
Engine No. 1 Perennial Total Value Master Fund LP (the
“Master Fund”) (each, a “Fund” and collectively,
the “Funds”).
Engagement and The Foundry intend to advise special purpose vehicles and privately held operating
companies (together, each an “SPV” and collectively, the “SPVs”).
The Funds and SPVs are collectively referred to herein as the “Clients.” In general, the Firm is granted
investment discretion and authority to manage a Client’s investments subject to any restrictions imposed
by that Client's governing documents or its investment management agreement with the Firm.
The Funds are only offered to Investors that meet the definition of “accredited investor” as defined under
Regulation D of the Securities Act of 1933 and “qualified purchasers” under Section 2(a)(51) of the
Investment Company Act of 1940 so as to comply with Section 3(c)(7) of that Act. The Firm may choose to
advise additional types of clients in the future.
The Firm’s advisory services are provided to the Clients pursuant to the specific terms, investment
objectives, and strategies as outlined in each respective Client’s offering and governing documents, or in
an investment management agreement. The advisory services Clients receive are tailored to meet the
specified investment objectives and strategies as set forth in each respective Client’s offering and governing
documents; the Firm does not tailor its advisory services to the individual specific needs of Investors.
In addition, the Firm has the discretion to enter and has entered into agreements, such as side letters,
with certain investors in the Funds that may in each case provide for terms of investment that are more
favorable than the terms provided to other investors in the Funds. Such terms typically include, among
other things, the waiver or reduction of management and/or incentive fees/allocations, the provision of
additional information or reports, key-person notifications, more favorable transfer rights, and more
favorable liquidity rights.
The Firm does not participate in, nor does it sponsor, wrap fee programs.
As of December 31, 2022, the Firm managed approximately $299,882,851 in regulatory assets under
management. The Firm manages assets solely on a discretionary basis.