SIMM Capital | Private Markets & Real Assets

Disclosures

Regulation D 506(c) Offering Disclosures

SIMM Capital, LLC ("SIMM Capital," the "Firm," or "we") offers investment opportunities through private placements conducted pursuant to Rule 506(c) of Regulation D under the Securities Act of 1933, as amended (the "Securities Act"). The following disclosures are provided for informational purposes and should be read carefully before making any investment decision.

Nature of Offerings

All securities offered by SIMM Capital are offered and sold in reliance upon the exemption from registration provided by Rule 506(c) of Regulation D. Under Rule 506(c), issuers may engage in general solicitation and advertising to market their securities, provided that all purchasers of the securities are accredited investors and the issuer takes reasonable steps to verify that purchasers are accredited investors.

These offerings have not been registered under the Securities Act or the securities laws of any state or other jurisdiction. No federal or state securities commission or regulatory authority has recommended or approved any investment or the accuracy or completeness of any information provided in connection with these offerings.

Accredited Investor Requirement

Participation in SIMM Capital offerings is limited exclusively to "accredited investors" as defined under Rule 501(a) of Regulation D. To qualify as an accredited investor, an individual must meet one or more of the following criteria:

SIMM Capital takes reasonable steps to verify the accredited investor status of all prospective investors prior to accepting any subscription. This may include reviewing tax returns, financial statements, brokerage statements, or obtaining written confirmation from a licensed attorney, CPA, registered investment advisor, or registered broker-dealer.

Risk Factors

Investing in private real estate funds and securities involves substantial risk. Prospective investors should carefully consider the following risk factors, among others, before investing:

Illiquidity. Interests in SIMM Capital funds are illiquid investments. There is no public market for these interests, and none is expected to develop. Investors may not be able to liquidate their investment for an extended period of time, if at all.

Risk of Loss. An investment in a SIMM Capital fund involves a high degree of risk, including the risk of loss of the entire amount invested. Past performance is not indicative of future results.

Real Estate Risks. Investments in real estate are subject to risks including changes in general economic conditions, local market conditions, interest rates, property values, occupancy rates, environmental liabilities, zoning laws, and the availability of financing.

Leverage Risk. SIMM Capital funds may use leverage, which can magnify both gains and losses. The use of leverage increases the risk of loss and the possibility that the fund will be unable to meet its obligations.

Management Risk. The performance of SIMM Capital funds depends substantially on the decisions made by SIMM Capital's management team. There can be no assurance that management's decisions will be successful.

Regulatory Risk. Changes in laws, regulations, or government policies may adversely affect the value of investments held by SIMM Capital funds.

Distribution Risk. Distributions are not guaranteed. The Firm's ability to make distributions depends on the performance of the underlying assets and the availability of cash flow.

Conflicts of Interest. SIMM Capital and its affiliates may engage in transactions that involve conflicts of interest. The Firm has adopted policies and procedures designed to manage such conflicts, but there can be no assurance that all conflicts will be eliminated.

No Offer or Solicitation

Nothing on this website or in any materials distributed by SIMM Capital constitutes an offer to sell, or a solicitation of an offer to buy, any security. Any such offer or solicitation will be made only by means of a formal Private Placement Memorandum ("PPM") delivered to qualified prospective investors. Prospective investors should review the PPM carefully, including all risk factors, before making any investment decision.

Forward-Looking Statements

This website and related materials may contain forward-looking statements, including projections, forecasts, and estimates. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially. SIMM Capital undertakes no obligation to update any forward-looking statements.

Tax Considerations

Investment in SIMM Capital funds may have significant tax consequences. Prospective investors are urged to consult with their own tax advisors regarding the tax implications of an investment, including federal, state, local, and foreign tax considerations.

No Investment Advice

SIMM Capital is not a registered investment advisor. Nothing on this website or in any materials provided by SIMM Capital constitutes investment, legal, tax, or accounting advice. Prospective investors should consult with their own advisors before making any investment decision.

Contact

For questions regarding these disclosures or SIMM Capital's offerings, please contact:

SIMM Capital, LLC 11676 Perry Hwy, Suite 1201 Wexford, PA 15090 invest@simmcapital.com 412-314-2001

*This does not constitute an offer to sell, or a solicitation of an offer to buy any interests in any SIMM Capital-sponsored Fund. Any offering of securities or solicitation in connection with the sale of securities will be made pursuant to offering documents. Investing in private real estate funds and notes secured by real estate has certain inherent risks, which could result in the loss of some or all of your principal investment. Past performance stated herein is not an indicator of future results and SIMM Capital can in no way guarantee or warrant your success. Consult your tax advisor or financial advisor before investing. Please see each Fund's offering documents for full details and disclosures. The Information on This Website Does Not Constitute a Recommendation, an Offer to Sell, or a Solicitation of an Offer to Buy, Any Investment Product, Nor Shall There Be Any Offer, Solicitation, or Sale of Any Investment Product in Any State or Jurisdiction in Which Such Offer, Solicitation, or Sale Would Be Unlawful Prior to Registration or Qualification Under Securities Laws of Any Such State or Jurisdiction. The Content Contained on This Website is for Informational Purposes Only and Investors Should Seek Independent Legal, Accounting, Tax and Other Relevant Professional Advice. Any Offer or Solicitation Will Be Made Only by Means of a Private Placement Memorandum (the “PPM”) to Accredited Investors. This Website Excludes Material Information Detailed in the PPM, Including, but Not Limited to, Risk Factors. There Can Be No Assurance That the Objectives Stated in the PPM Will Be Met, or That Invested Capital Will Be Returned. This Website May Contain Forward Looking Statements, and the PPM May Include Forecasts and Projections, Both of Which, by Their Very Nature, Are Subject to Certain Risks and Uncertainties That Could Cause Actual Results to Differ Materially From Those Projected and Results May Vary Substantially Over Time and From Period to Period. Past Performance is Not an Indication or Guarantee of Future Performance. Investments Are Not Bank Deposits (and Thus Are Not Insured by the FDIC or by Any Other Federal Governmental Agency), Are Not Guaranteed, and May Lose Value. Neither the Securities and Exchange Commission Nor Any Federal or State Securities Commission or Regulatory Authority Has Recommended or Approved Any Investment or the Accuracy or Completeness of Any of the Information or Materials Provided on This Website.

The estimated Assets Under Management (“AUM”) of SIMM Capital, LLC (the “Firm” or “SIMM Capital”) is presented as of January 1, 2026 and reflects the aggregate value of assets over which the Firm exercises discretionary or non-discretionary management, advisory, or capital allocation responsibilities. For purposes of this website, AUM includes assets held within the Firm's investment funds, as well as assets associated with co-investments, joint ventures, separately managed accounts, and other investment vehicles or structures in which SIMM Capital or its affiliates participate in a management, advisory, or capital allocation capacity. AUM may also include assets managed by affiliated partners, entities, operating partners, or sponsored vehicles. SIMM Capital may or may not provide strategic oversight, structuring, capital formation, capital allocation or ongoing asset management support in these cases. In addition, AUM may include certain assets managed, advised, or influenced by the Firm's manager, principals, or affiliated personnel outside of SIMM Capital, to the extent such activities are relevant to the broader investment platform and reflect the experience, track record, and capabilities of the Firm's leadership. SIMM Capital is not registered as an investment advisor. The Firm operates with the support of affiliated entities that provide administrative, operational, and back-office services. These affiliates may include entities under common ownership or control, including SIMM Capital, LLC and related entities, which employ personnel responsible for certain operational and support functions. Accordingly, references to “SIMM Capital,” the “Firm,” or “we” should be understood to include such affiliated entities and their respective personnel to the extent they provide services, support, or resources to the Firm.