CAPRICORN INVESTMENT GROUP LLC

This Brochure provides information for ten investment advisers, as detailed below, (i) Capricorn Investment Group, LLC; (ii) Capricorn Advisers, LLC; (iii) Capricorn Management, LLC; (iv) Capricorn-Libra Partners, LLC; (v) TIF Partners, LLC; (vi) TIF Partners II, LLC; (vii) TIGF Partners, LLC, (viii) TIGF Partners II, LLC, (ix) SIF Partners LLC, and (x) Sustainable Investors Fund GP S. r.l. In accordance with the 2012 ABA SEC No-Action Letter, Capricorn Investment Group, LLC (Capricorn) is the filing adviser and (i) Capricorn Advisers, LLC; (ii) Capricorn Management, LLC; (iii) Capricorn-Libra Partners, LLC; (iv) TIF Partners, LLC; (v) TIF Partners II, LLC; (vi) TIGF Partners, LLC, (vii) TIGF Partners II, LLC, (viii) SIF Partners LLC, and (ix) Sustainable Investors Fund GP S. r.l. are relying advisers. References to Capricorn in this Brochure are generally intended to encompass the relying advisers, except where otherwise noted. Capricorn Investment Group, LLC, a Delaware limited liability company, manages the assets of high-net worth individuals, trust accounts and tax-exempt foundations. Capricorn was established in April of 2007 to continue the business of Capricorn Management, LLC (Capricorn Management). Capricorn Management commenced business in 2001 as a family office for Capricorns anchor client.

Capricorn provides its advisory services in conjunction with a wholly-owned subsidiary, Capricorn Advisers, LLC, a Delaware limited liability company (Capricorn Advisers).. Capricorn has entered into a services agreement with this subsidiary pursuant to which they provide Capricorn with investment advice and other services in exchange for a portion of the management fee paid with respect to Capricorn clients investments. The principal owner of Capricorn is a limited liability company that is owned by the Jeffrey S. Skoll Revocable Trust. It should be noted that there are other owners of Capricorn with less than 25% ownership interest that are fully disclosed in Schedule A of Capricorns Form ADV Part 1. On a day-to-day basis, Capricorn is managed by Dr. Ion Yadigaroglu, Managing Principal and Member.

Advisory Services

Capricorn seeks to generate returns by investing in a diversified global portfolio of leading private funds and making proprietary direct investments with limited permanent capital loss risk at the portfolio level. Capricorn implements a scenario-based and mean variance approach to guide capital allocation and risk management for its clients. Capricorns vision is to provide consistently strong investment performance and risk management, with a principled investment approach. Capricorn believes that achieving superior investment returns does not preclude a principled investment approach, meaning that Capricorns people, processes and underlying investments seek to be of uncompromising quality, aligned with the interests of its clients, ethical, fair, long-term oriented and not directly harmful to our world or people.

In addition to the foregoing, Capricorn and its relying advisers provide certain advice to various private investment partnerships and funds. Capricorn may engage in other advisory services in the future, such as providing portfolio reviewing/consulting services, and will update this Brochure when it commences activities in those areas. The advisory clients of Capricorn (the Advisory Clients or the Clients) and its relying advisers are described below.

The Discretionary Client Program

Capricorn allocates and manages its discretionary clients assets (each a Discretionary Client) through limited partnerships and other investment entities (Discretionary Client Program). Under the Discretionary Client Program Capricorn advises single investor Delaware limited partnerships (each an Investor Holding Partnership or IHP) or single investor Cayman Islands limited partnerships (each a Cayman Partnership). Each Cayman Partnership invests in an individual Delaware limited partnership created specifically for that Cayman Partnership (also an IHP). Capricorn serves as the general partner of each IHP and Cayman Partnership.

Each IHP invests its assets in underlying funds managed by third parties, funds managed by Capricorn, its relying advisers and affiliates, direct investments, co-investment opportunities and other opportunities (any such investment, an Underlying Investment). For certain non-US clients, Capricorn has set up a structure similar to the IHP structure outlined above, the primary vehicle being a Luxembourg SICAV which makes Underlying Investments. As applicable, references to IHPs in this ADV should also include references to the activities of the Luxembourg SICAV.

Discretionary and Non-Discretionary Legacy Client Program

Capricorn provides discretionary and non-discretionary investment advice and management services (the Discretionary and Non-Discretionary Legacy Client Program) to a particular high net-worth client (referred to as the Non-Discretionary Legacy Client Program or Individual Client) and to several non-taxable entities created by the Individual Client (the Non-Taxable Entities). The Individual Client is a control person of Capricorn. The Individual Clients assets are invested through a series of entities ultimately controlled by Capricorn Management, an entity wholly-owned by the Individual Client. Capricorn is a non-managing member of Capricorn Management and has entered into an investment advisory services agreement (the Advisory Agreement) with an indirect subsidiary of Capricorn Management (the Advisory Subsidiary). Pursuant to the Advisory Agreement, Capricorn provides investment advice with respect to the investment of the Individual Clients assets (the Non-Discretionary Legacy Client Program). Capricorn Management is a relying adviser of Capricorn. The Individual Client invests its assets in Underlying Investments.

Capricorn provides investment advice to the Non-Taxable Entities pursuant to an investment management agreement between the Non-Taxable Entities and Capricorn (the Discretionary Legacy Client Program). The assets of the Non-Taxable Entities are not invested through the IHPs, but instead are invested directly in Underlying Investments, often alongside the IHPs.

Private Fund Strategies

Below provides a description of the investment strategies and respective funds managed by Capricorn and Capricorns relying adviser entities (the Private Fund Strategies).

Capricorn-Libra Strategy (LIBRA): Capricorn acts as investment adviser to Capricorn-Libra Investment Group, LP (the LIBRA Fund), which makes investments in the sustainable technology sector. The general partner of the LIBRA Fund is Capricorn-Libra Partners, LLC, a relying adviser of Capricorn. The principal of LIBRA is Dipender Saluja. Conflicts relating to LIBRA are discussed in Item 10 and Item 11B below.

Technology Impact Fund Strategy (TIF): Capricorn acts as investment adviser to Technology Impact Fund, LP, TIF Partners, LLC, Technology Impact Fund II, LP, and TIF Partners II, LLC (the TIF Funds), which make investments in early stage companies operating within the technology sector. The general partners of the TIF Funds are relying advisers of Capricorn. The principals of TIF are Ion Yadigaroglu and Dipender Saluja. Conflicts relating to the TIF Funds are discussed in Item 10 and Item 11B below.

Technology Impact Growth Fund Strategy (TIGF): Capricorn acts as investment adviser to Technology Impact Growth Fund, LP, Technology Impact Growth Fund II, LP, TIGF Direct Strategies, LLC and its series vehicles, TIGF Partners, LLC, TIGF Partners II, LLC, TIGF II Direct Strategies, LLC and its series vehicles (the TIGF Funds), which make investments in growth stage companies operating within the technology sector. The general partners of the TIGF Funds are relying advisers of Capricorn. The principals of TIGF are Ion Yadigaroglu and Dipender Saluja. Conflicts relating to TIGF are discussed in Item 10 and Item 11B below.

CIG Direct Strategies (CIG DS): Capricorn acts as investment adviser to CIG Direct Strategies II, LLC and its series vehicles, CIG Direct Strategies III, LLC and its series vehicles, and CIG Direct Strategies SX, LP (the CIG DS Funds), which make investments in growth stage companies operating within the technology sector. The general partner of the CIG DS Funds is Capricorn Investment Group, LLC. The principal of CIG DS is Ion Yadigaroglu. Conflicts relating to CIG DS are discussed in Item 10 and Item 11B below.

CIG Low Carbon (CIG LC): Capricorn acts as investment adviser to CIG Low Carbon Basket, LLC (the CIG LC Fund), which makes low carbon public equity investments. Capricorn appoints an unaffiliated investment adviser to manage the portfolio. The manager of the CIG LC Fund is Capricorn Investment Group, LLC. The principal of CIG LC is William Orum. Conflicts relating to CIG LC are discussed in Item 10 and Item 11B below.

Sustainable Investors Fund Strategy (SIF): Capricorn acts as investment adviser to Sustainable Investors Fund, LP (the SIF Fund) with an investment strategy to (i) invest in public and private asset managers who incorporate sustainability as a primary attribute of its investment thesis, providing initial limited partner capital and/or investing into a funds manager or general partner, (ii) make early stage fund investments through material investments into emerging managers, with governance and structural protections and discounted initial fees, (iii) make private equity investments in fund managers and general partners by providing capital to build out asset management and impact capabilities through permanent equity ownership; and (iv) sponsors a special purpose acquisition company. The general partner of the SIF Fund is SIF Partners, LLC, a relying adviser of Capricorn. The principals of SIF are Ion Yadigaroglu, William Orum, Michaela Edwards, Eric Techel and Robert Schultz. It should be noted that Sustainable Investors Fund GP S. r.l. has been formed to serve as the general partner of a Luxembourg feeder fund for the SIF Fund. Sustainable Investors Fund GP S. r.l. is a relying adviser of Capricorn. Conflicts relating to SIF are discussed in Item 10 and Item 11B below.

Tailoring of Advisory Services

Capricorn does not tailor its investment advisory services to the investors in the private funds it advises (collectively, the Funds and individually, a Fund). However, investors in the Funds may negotiate certain terms of their investment prior to the time of investment. Investors in the Funds generally may not impose restrictions on the types of securities that the Funds invest in. Capricorn has tailored its advisory services for its high-net worth, charitable foundation clients, and other clients who invest through investment vehicles other than the private funds. Further, Capricorn works with its Discretionary Clients to develop an asset allocation strategy for each Discretionary Client and this asset allocation serves as one of the focal points of the Discretionary Client Program. Clients in the Discretionary and Non-Discretionary Legacy Client Program may impose restrictions on investing in certain securities or types of securities.

Wrap Fee Programs

Not applicable to Capricorn. Capricorn does not participate in wrap fee programs.

Assets Under Management

As of December 31, 2024, Capricorn managed $8,432,100,343 on a discretionary basis and $4,034,267,643 on a non-discretionary basis.