MFP is a Delaware limited liability company which was founded in 1998 and is owned by the Estate of Michael F Price and the Price Family Office, LLC. MFP registered with the SEC as an investment advisor in February 2012. MFP serves as the general partner to MFP Partners, L.P. (the “Partnership”). The Investment Manager will serve as a sub-advisor to the Mutual Fund pursuant to the Sub-Advisory Agreement. As of December 31, 2022, MFP managed approximately $937 million on a discretionary basis on behalf of the Partnership as MFP’s sole client. The Investment Manager will begin managing assets on a discretionary basis for the Mutual Fund and providing investment sub-advisory advice to the Other Advisor on April 1, 2023 (together with any private funds, investment companies and managed accounts advised by MFP from time to time, each a “Client” and collectively, the “Clients”). The Investment Manager appointed MFP Services, LLC (“MFP Services”) to act as a consultant to its Clients for the purpose of providing investment management, financial, legal and administrative personnel to MFP. All fees of MFP Services are paid for by the Investment Manager pursuant to a Consulting Services Agreement out of the management fees earned by MFP from its Clients, as more fully discussed in Item 5 below. Neither MFP nor the Partnership has any employees, with all MFP personnel being provided by MFP Services pursuant to the Consulting Services Agreement. MFP Services is a Delaware limited liability company which is also owned by the Estate of Michael F Price and the Price Family Office, LLC. The Mutual Fund. As noted above, the Investment Manager will serve as the Sub-Advisor to the Mutual Fund, a mutual fund registered under the 1940 Act. The Investment Manager will be responsible for providing certain sub-advisory services enumerated in the Sub-Advisory Agreement. The prospectus for the Mutual Fund contains a complete description of the Mutual Fund, its strategies, objectives, costs and risks. Mutual funds charge operating expenses and investment management fees. The Investment Manager offers investment advice on equity securities (exchange-listed, securities traded over-the-counter and foreign issuers), warrants, corporate debt securities other than commercial paper, as well as commercial paper, certificates of deposit, municipal securities, United States government securities, and options contracts on securities, futures contracts, and interests in partnerships investing in real estate and oil and gas interests. Additionally, the Investment Manager may offer investment advice with respect to: adjustable rate and auction preferred stocks; asset-backed securities; convertible securities; depository receipts; derivatives (including forward contracts, options, futures contracts and options on futures, and swaps including rate caps, floors and collars, total return swap contracts, currency swap contracts, and credit default swap contracts); exchange traded funds; exchange traded notes; indebtedness and participations of distressed companies, including bank and trade claims, etc.; and repurchase and reverse repurchase agreements. The Investment Manager offers investors a special situations investment strategy across three geographies: Global (in the Mutual Fund and managed accounts), European (in managed accounts), and International (in managed accounts). To achieve the investment objective of the strategy – capital appreciation – the Investment Manager invests primarily in equity securities of companies that are believed to be both significantly undervalued and undergoing strategic change (“special situations”). In Global portfolios, the Investment Manager will invest in securities of issuers located in any country (with respect to European portfolios, in any European country, and with respect to international portfolios, in any country except the U.S.), of any market capitalization (e.g., micro, small, mid and large), and of any industry. Managed Accounts. The Investment Manager has in the past and may from time to time offer advisory advice to institutional Clients as a managed account. Based on a particular Client’s needs, the Investment Manager may tailor advisory services for a Client’s account. For example, some Clients may not want the Investment Manager to hedge currencies, purchase U.S. securities in their portfolios, or purchase securities in a particular asset class, geography or sector. In addition, some Clients may custody their assets at firms that require trading of portfolio securities to be conducted at only their firms (i.e., directed/designated brokerage). It is possible that some of these firms may not have the capabilities to purchase certain securities that the Investment Manager may normally purchase for other Clients. The Model Account. Pursuant to the Model Account Sub-Advisory Agreement, the Investment Manager will serve as a sub-advisor to the Other Advisor to provide a Model Portfolio with respect to a family-controlled companies strategy, including specific instructions relating to such investments that can be used directly for the Other Advisor’s clients. Depending on the requirements of the Other Advisor, we may provide the Model Portfolio daily or on a less frequent basis. In turn, the Other Advisor may use this information to “mirror” our Model Portfolio on behalf of its clients. The Investment Manager will be responsible for providing continuing investment advice to the Other Advisor and recommendations regarding overall portfolio construction and the purchase and sale of individual securities. The Investment Manager will not have discretionary authority over any Client account and will not be responsible for determining the suitability of a recommendation for any particular client of the Other Advisor, selecting brokers, executing transactions, voting proxies, filing regulatory notices, or

otherwise taking any discretionary actions with respect to any account of the Other Advisor. This type of arrangement constitutes a product offered by the Investment Manager as opposed to actual investment management services. Under no circumstance will the Investment Manager accept an advisor- client relationship with any client of the Other Advisor utilizing our Model Portfolio. The Partnership. As the general partner to the Partnership, MFP is responsible for managing the Partnership’s investments and administrative affairs. Alexander C. Matina and Henchy R. Enden are primarily responsible for all investment decisions made by the Investment Manager on behalf of the Partnership. The Partnership’s investment objective is to seek to generate high long-term total return through opportunistic investing and the use of a disciplined value investment approach similar to that previously employed by Mr. Price at Franklin Mutual Series Fund Inc. The Partnership may also utilize various complex and speculative investment techniques including, short selling, hedging, risk arbitrage and bankruptcy investing. The Partnership may invest in a variety of securities including U.S. and non-U.S. securities; equity securities, debt securities of any credit quality or seniority including, without limitation, defaulted debt securities or junk bonds; preferred stock; securities of companies involved in mergers, consolidations or liquidations; restricted securities; other evidences of equity ownership; smaller capitalized companies; interests in limited partnerships or limited liability companies; and any securities convertible into or exercisable for any of the foregoing; options; warrants; private placements; and any other securities that the Investment Manager in its discretion selects as a portfolio investment for the Partnership. The Partnership may not invest in commodities or commodity pools, unless the Investment Manager is registered with the Commodities Futures Trading Commission (the “CFTC”) as a commodity pool operator and then only for hedging purposes. The Investment Manager is not currently registered with the CFTC as a commodity pool operator and has no current intentions to do so. The Investment Manager will allocate investment opportunities that are appropriate for more than one Client (or accounts owned by the Estate of Michael F Price and/or his family) in a manner determined to be fair to such entities or accounts by the Investment Manager acting in good faith in accordance with applicable fiduciary standards, which will generally be pro rata in accordance with relative assets unless special circumstances such as investment restrictions, available cash, etc., mandate a different allocation. For more information on allocation policies please see Item 6 below. The Investment Manager has in the past and has the right to cause a Client or entities which such Client controls or invests in, to do business with other Clients (or accounts owned by the Estate of Michael F Price and/or his family), in each case on terms which are arms-length and fair to the parties consistent with the fiduciary standards applicable to the Investment Manager. The Investment Manager has the right to cause the Partnership to execute trades in securities and other instruments with or through the Investment Manager or any of its affiliates so long as such transactions substantially comply with all applicable regulatory requirements and represent “best execution” in the good faith judgment of the Investment Manager, taking into account all factors pertinent to the transaction. Affiliates of the Investment Manager (including Estate of Michael F Price, his family and certain trusts and charitable organizations established by the Estate of Michael F Price and/or his family) may invest in partnerships or other collective investment vehicles which invest in similar or the same securities recommended by the Investment Manager to its Clients, and affiliates of the managers of such partnerships or collective investment vehicles may invest in the Partnership from time to time. Clients have in the past and the Investment Manager has the right to cause the Partnership to co-invest with such partnerships or collective investment vehicles with or without a markup, management or performance fee paid by the Partnership to the managers or sponsors of such investment. The Investment Manager is not required to disclose to its Clients the activities of affiliates of the Investment Manager whether or not the Investment Manager is aware of such activities. The Investment Manager and its affiliates may not, acting as principal, purchase from or sell to the Mutual Fund any securities except in accordance with the 1940 Act, the U.S. Investment Advisers Act of 1940, as amended (the “Advisers Act”) and the rules under each, and all other federal and state laws or regulations applicable to the Mutual Fund. The Investment Manager and its affiliates may not, acting as principal, purchase from or sell to the Partnership any securities unless the Investment Manager will have disclosed to the limited partners, prior to completion of such transaction, the pertinent details thereof and its interest therein and received the consent (which need not be in writing) of limited partners who own in excess of 50% of the unaffiliated limited partnership interests. The Investment Manager and its affiliates may engage in agency cross transactions (as defined for purposes of the Advisers Act) with the Partnership if the Investment Manager and its affiliates comply with all pertinent provisions of the Advisers Act and the rules and regulations thereunder and all other pertinent laws and regulations including ERISA; provided, that the Partnership will have authority to revoke the foregoing authority by a resolution adopted by limited partners who own in excess of 50% of the unaffiliated limited partnership interests.