12th Street Asset Management is a Delaware limited liability company and an independently owned SEC registered advisor. The firm was established in 2007 and is headquartered in Nashville, TN. It was founded by Michael G. O’Keefe and Mr. O’Keefe is the managing principal and majority owner of the firm. D. Andrew Shipman is a partner and minority owner of the firm. 12th Street provides discretionary portfolio management services to individual and institutional investors through separately managed accounts (SMA’s), sub-advisory accounts, model portfolios, as well as a pooled investment vehicle known as 12th Street Asset Management, LP. We offer three equity investment strategies (discussed in Item 8 of this brochure), including LP, Opportunity and Small Cap Value, and we primarily focus on investing in U.S. companies traded on U.S. exchanges. Limited Partnership 12th Street Asset Management Company (12th Street) is the advisor and general partner to 12th Street Asset Management, LP. Separately Managed Accounts We offer separate accounts that are individually managed and maintained on a fully discretionary basis. The account portfolios are comprised primarily of domestic equities. We also manage separately managed accounts through “wrap fee” programs, single contract agreements, or dual contract agreements offered through third parties. In some separately managed accounts, clients may be directed to 12th Street by a financial intermediary, such as a financial advisor or another RIA. In these cases, 12th Street could rely on the financial intermediary to determine suitability and handle anti-money laundering procedures given a limited amount of client information shared with 12th Street. Sub-Advisory Accounts 12th Street has sub-advisory relationships with other investment firms. In these cases, we provide discretionary investment advice on a separate account or unified managed account basis to clients of these outside intermediaries. These accounts may be managed differently than the partnership or other direct accounts according to investment objectives, strategies, restrictions. etc. The terms and conditions of these arrangements may vary, and contact between 12th Street and such clients will typically take place through the relevant intermediary. Clients who obtain our services on a sub-advisory basis could impose restrictions on the management of their accounts. In some sub-advisory accounts, clients may be directed to 12th Street by a financial intermediary,

such as a financial advisor or another RIA. In these cases, 12th Street could rely on the financial intermediary to determine suitability and handle anti-money laundering procedures given a limited amount of client information shared with 12th Street. Form ADV Part 2A Page 5 Model Portfolios 12th Street engages with advisors or platforms to provide model portfolios for separately managed (SMA’s) or unified management accounts (UMA’s). In these cases, the advisors or platforms receive 12th Street’s model portfolio. 12th Street will not necessarily have contact with the underlying client of these advisors or platforms. When changes are made to a model by 12th Street, the advisor or platform is responsible for implementing changes to their client accounts that are investing in the strategy. 12th Street does not have discretion over these accounts and typically does not receive trade reports, or have any access to any client reporting related to these accounts. It is the responsibility of the advisor or platform/sponsor to determine whether our model is suitable for their clients. Model-based programs could be with overlay managers who exercise discretion and execute each investor’s portfolio transactions based on their own investment judgment. ERISA Accounts 12th Street is deemed to be a fiduciary to advisory clients that are employee benefit plans or individual retirement accounts (IRAs) pursuant to the Employee Retirement Income and Securities Act ("ERISA"), and regulations under the Internal Revenue Code of 1986 (the "Code"), respectively. As such, our firm is subject to specific duties and obligations under ERISA and the Internal Revenue Code that include among other things, restrictions concerning certain forms of compensation. To avoid engaging in prohibited transactions, ADVISOR may only charge fees for investment advice about products for which our firm and/or our related persons do not receive any commissions or 12b-1 fees, or conversely, investment advice about products for which our firm and/or our related persons receive commissions or 12b-1 fees, however, only when such fees are used to offset ADVISOR's advisory fees. Assets Under Management As of December 31, 2023, 12th Street had a total of $545,826,979 in assets under management and 597accounts, all of which were discretionary assets. In addition, the firm had $572,433,375 in assets under advisement where the firm serves as a non-discretionary sub-advisor or model provider. Form ADV Part 2A Page 6