BXINFRA U.S., at the direction of the General Partner, has the authority to issue an unlimited number of Units of each class, or series of a class.

As of December 31, 2025, BXINFRA U.S. offered three classes of limited partnership Units: Class I, Class S and Class D Units. The key differences among each class, or series of a class, of Units relate to the ongoing servicing fees, the upfront subscription fee and distribution channels. The term “Transactional NAV” refers to the price at which transactions in BXINFRA U.S. are made, calculated in accordance with a valuation policy that has been approved by the Board of Directors. The purchase price per Unit is equal to the Transactional NAV per Unit for such class, or series of a class, as of the last calendar day of the immediately preceding month. Before BXINFRA U.S. determined its first Transactional NAV, the initial subscription price for Units was

 

per Unit plus applicable subscription fees that are paid by the unitholder outside its investment in BXINFRA U.S. and not reflected in BXINFRA U.S.’s Transactional NAV. The Transactional NAV for each class, or series of a class, of Units was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, BXINFRA U.S.’s Transactional NAV is based on the values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities and the deduction of expenses attributable to certain classes, or series of classes, such as applicable servicing fees. At the end of each month, BXINFRA U.S. allocates its Net Investment Income (Loss) and Net Change in Unrealized Gain (Loss) on Investment in the Aggregator across each class, or series of a class, of Units based on their relative ownership share in BXINFRA U.S. as of the first calendar day of that month. From time to time, the Sponsor, out of its own resources and without additional cost to BXINFRA or its investors, may offer other discounts, waivers or other incentives to investors.

Unit issuances related to monthly subscriptions are effective the first calendar day of each month. Units are issued at a price per Unit equivalent to BXINFRA U.S.’s most recent Transactional NAV per Unit available for each class, or series of a class, of Units, which is BXINFRA U.S.’s prior Transactional NAV per Unit.

 

 

The following tables present transactions in the Units during the periods:

 

In accordance with the BXINFRA U.S. Partnership Agreement (as defined below), BXINFRA U.S. expects to periodically redeem up to

3%

of its Units outstanding (the “Unit Redemption Plan”). Under the Unit Redemption Plan, to the extent BXINFRA U.S. redeems Units in any particular quarter, BXINFRA U.S. expects to use a purchase price equal to the Transactional NAV per Unit as of the date specified in the Unit Redemption Plan. Any redemption requests of Units that have been outstanding for less than two years will be subject to an early redemption deduction equal to

5%

In accordance with the terms of the Feeder’s limited partnership agreement, unitholders of the Feeder, as indirect holders of BXINFRA U.S., participate in BXINFRA U.S.’s Unit Redemption Plan under the same terms as direct unitholders of BXINFRA U.S. Accordingly, a redemption request by a unitholder of the Feeder will be satisfied by redeeming the same number of Units in BXINFRA U.S.

If the quarterly volume limitation is reached in any particular calendar quarter or the General Partner determines to redeem fewer Units than have been requested to be redeemed in any particular calendar quarter, Units submitted for redemption during such quarter will be redeemed on after BXINFRA U.S. has redeemed all Units for which redemption has been requested due to death, disability or divorce and other limited exceptions. Unsatisfied redemption requests will not be automatically carried over to the next redemption period and, in order for a redemption request to be reconsidered, unitholders must resubmit their request in the next available redemption window.

The General Partner, with the approval of the Independent Directors, as applicable, may make exceptions to, modify or suspend the Unit Redemption Plan if, in its reasonable judgment, it deems such action to be in the best interest of BXINFRA U.S. and its unitholders (including the Feeder), including, but not limited to, for tax, regulatory or other structuring reasons. As a result, Unit redemptions may not be available each quarter, such as when redemptions would place an undue burden on BXINFRA U.S.’s liquidity, adversely affect its operations or pose a potential adverse impact on BXINFRA U.S. that would outweigh the benefit of the redemptions.

BXINFRA U.S. accepted its first redemptions pursuant to the Unit Redemption Plan on April 15, 2025. During the year ended December 31, 2025,

Units were redeemed for an aggregate value, net of the Early Redemption Deduction, of

million related to redemptions by the Feeder.