Stone Ridge Trust V

As filed with the Securities and Exchange Commission on June 29, 2026

1933 Act File No. 333-232385

1940 Act File No. 811-23120

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-2

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]

PRE-EFFECTIVE AMENDMENT NO. [ ]

POST-EFFECTIVE AMENDMENT NO. 9

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]

AMENDMENT NO. 19

(CHECK APPROPRIATE BOX OR BOXES)

STONE RIDGE TRUST V

(REGISTRANT EXACT NAME AS SPECIFIED IN CHARTER)

ONE VANDERBILT AVENUE, 65TH FLOOR

NEW YORK,

NEW YORK

10017

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(855) 609-3680

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

STONE RIDGE TRUST V

ONE VANDERBILT AVENUE, 65TH FLOOR

NEW YORK,

NEW YORK

10017

(NAME AND ADDRESS OF AGENT FOR SERVICE)

COPIES OF COMMUNICATIONS TO:

Elizabeth J. Reza

Ropes & Gray LLP

800 Boylston Street

Boston, Massachusetts 02199

Gregory C. Davis

Ropes & Gray

Three Embarcadero Center

San Francisco, CA 94111

Approximate Date of Commencement of Proposed Public Offering:

As soon as practicable after the effective date of

this Registration Statement.

[ ]

Check box if the only securities being registered on this Form are being offered pursuant to dividend or interest

reinvestment plans.

[X]

Check box if any securities being registered on this form will be offered on a delayed or continuous basis in reliance

on Rule 415 under the Securities Act of 1933 (“Securities Act”), other than securities offered in connection with a

dividend reinvestment plan.

[ ]

Check box if this Form is a registration statement pursuant to General Instruction A.2 or a post-effective amendment

thereto.

[ ]

Check box if this Form is a registration statement pursuant to General Instruction B or a post-effective amendment

thereto that will become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act.

[ ]

Check box if this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction

B to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act.

It is proposed that this filing will become effective (check appropriate box):

[ ]

when declared effective pursuant to section 8(c) of the Securities Act.

[ ]

immediately upon filing pursuant to paragraph (b)

[X]

on July 1, 2026 pursuant to paragraph (b)

[ ]

60 days after filing pursuant to paragraph (a)

[ ]

on (date) pursuant to paragraph (a)

If appropriate, check the following box:

[ ]

This [post-effective] amendment designates a new effective date for a previously filed [post-effective amendment]

[registration statement].

[ ]

This Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, and

the Securities Act registration number of the earlier effective registration statement for the same offering is _______.

[ ]

This Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, and the Securities Act

registration number of the earlier effective registration statement for the same offering is _______.

[ ]

This Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, and the Securities Act

registration number of the earlier effective registration statement for the same offering is _______.

Check each box that appropriately characterizes the Registrant:

[X]

Registered Closed-End Fund (closed-end company that is registered under the Investment Company Act of 1940

(“Investment Company Act”)).

[ ]

Business Development Company (closed-end company that intends or has elected to be regulated as a business

development company under the Investment Company Act).

[X]

Interval Fund (Registered Closed-End Fund or a Business Development Company that makes periodic repurchase

offers under Rule 23c-3 under the Investment Company Act).

[ ]

A.2 Qualified (qualified to register securities pursuant to General Instruction A.2 of this Form).

[

]

Well-Known Seasoned Issuer (as defined by Rule 405 under the Securities Act).

[ ]

Emerging Growth Company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934.

[

]

If an Emerging Growth Company, indicate by check mark if the registrant has elected not to use the extended

transition period for complying with any new or revised financial accounting standards provided pursuant to

Section 7(a)(2)(B) of Securities Act.

[ ]

New Registrant (registered or regulated under the Investment Company Act for less than 12 calendar months

preceding this filing).

EXPLANATORY NOTE

This Post-Effective Amendment No. 9 (the “Amendment”) to the Registration Statement on Form N-2 of Stone Ridge Trust

V (the “Registrant”) is being filed pursuant to Rule 486(b) under the Securities Act of 1933, as amended, to to provide

updated financial information and make certain other changes to the Registrant’s prospectus and Statement of Additional

Information.

This Amendment is organized as follows: (a) prospectus; (b) Statement of Additional Information; and (c) Part C

Information relating to the Registrant.

	Prospectus
	Stone Ridge Trust V
	Stone Ridge Alternative Lending Risk Premium Fund
	Common Shares

The Fund.

Stone Ridge Alternative Lending Risk Premium Fund (the “Fund”) is a closed-end management

investment company that continuously offers its shares (“Shares”).

Investment Objective.

The Fund’s investment objective is to achieve total return and current income. There can be

no assurance that the Fund will achieve its investment objective.

Investment Strategy.

The Fund pursues its investment objective primarily by buying and selling alternative

lending-related securities that generate interest or other streams of payments and that the Adviser (as defined herein)

believes offer access to the credit risk premium. The “credit risk premium” is positive if interest and other payments

paid in connection with a pool of such investments, minus the principal losses actually experienced across that pool,

exceed the risk-free rate, on average and over time. The “risk-free rate” is the rate of return that can be earned on

high-quality, short-term government debt securities. There can be no assurance that the credit risk premium will be

positive for the Fund’s investments at any time or on average and over time. As described in more detail herein,

alternative lending-related securities are loans originated through or sourced by non-traditional lending

marketplaces or lenders, commonly referred to as “marketplace lenders,” or non-traditional intermediaries

(collectively, “alternative lending platforms”), or securities that provide the Fund with exposure to such loans. The

Fund invests in foreign securities.

As described herein, the Fund has adopted the following investment restrictions as fundamental policies that can

only be changed with the approval of the holders of a majority of the Fund’s outstanding voting securities:

●

The Fund may not invest in loans that are of subprime quality at the time of investment. (See “Investment

Objective, Strategies, Policies and Risks” for a discussion of the term “subprime”.)

●

The Fund may not purchase loans or other alternative lending-related securities from platforms whose

business consists primarily of originating loans of subprime quality.

●

The Fund may not purchase loans or other alternative lending-related securities originated in emerging

markets.

●

The Fund may not purchase loans or other alternative lending-related securities from platforms whose

financial statements are not audited by a nationally recognized accounting firm.

Investment Adviser.

The Fund’s investment adviser is Stone Ridge Asset Management LLC (“Stone Ridge” or the

“Adviser”). As of May 31,

2026

, Stone Ridge managed client assets of approximately $

billion.

●

The Fund’s Shares are not listed and the Fund does not currently intend to list its Shares for trading

on any national securities exchange. There is currently no secondary market for its Shares, and the

Fund does not expect a secondary market in its Shares to develop.

●

An investment in the Fund is not suitable for investors who need certainty about their ability to access

all of the money they invest in the short term.

●

Even though the Fund makes quarterly repurchase offers for Shares, the Fund is not required to

repurchase more than 5% of its outstanding Shares each quarter, so investors should consider Shares

of the Fund to be an illiquid investment.

●

There is no assurance that the Fund will be able to maintain a certain level of, or at any particular

time make any, distributions.

●

Distributions may be funded from offering proceeds, which may constitute a return of capital and

reduce the amount of capital available for investment. See “Distributions and U.S. Federal Income Tax

Matters” for a discussion of the federal income tax treatment of a return of capital.

The Fund invests primarily in unrated securities. Although the Fund’s fundamental policies described above do not

permit the Fund to invest in loans of subprime quality, some unrated securities purchased by the Fund may be of

credit quality comparable to securities rated below investment grade by a nationally recognized statistical rating

organization. In addition, the Fund may invest in securities that are rated below investment grade.

Below-investment-grade securities, which are often referred to as “junk,” have predominantly speculative

characteristics with respect to the issuer’s capacity to pay interest and repay principal. They may also be illiquid and

difficult to value.

An investment in the Fund’s Shares should be considered speculative and involving a high degree of risk,

including the risk of a substantial loss of investment.

See “Investment Objective, Strategies, Policies and

Risks—Risk Considerations,” below to read about the risks you should consider before buying Fund Shares,

including the risk of leverage.

Neither the Securities and Exchange Commission (the “Commission”) nor any state securities commission has

approved or disapproved of these securities or determined this prospectus is truthful or complete. Any

representation to the contrary is a criminal offense.

The date of this prospectus is July 1,

2026

Interval Fund.

The Fund has an interval fund structure pursuant to which the Fund, subject to applicable law,

conducts quarterly repurchase offers for Shares at net asset value (“NAV”), subject to approval of the Board of

Trustees (the “Board” and each of the trustees on the Board, a “Trustee”). It is possible that a repurchase offer may

be oversubscribed, with the result that shareholders may only be able to have a portion of their Shares repurchased.

There is no assurance that you will be able to tender your Shares when or in the amount that you desire. The Fund’s

Shares are not listed, and the Fund does not currently intend to list its Shares for trading, on any national securities

exchange. There is not expected to be any secondary trading market in the Shares. Even though the Fund makes

quarterly repurchase offers to repurchase a portion of the Shares to try to provide liquidity to shareholders, you

should consider the Shares to be illiquid.

Investment in the Fund involves substantial risks. The Fund is sold to (i) institutional investors, including registered

investment advisers (“RIAs”), that meet certain qualifications and have completed an educational program

provided by the Adviser; (ii) clients of such institutional investors (as described in “How to Buy Shares” below);

and (iii) certain other Eligible Investors (as defined in “How to Buy Shares” below). As a fundamental policy, the

Fund will only sell shares to or through fiduciaries (such as RIAs or retirement plans) or institutional investors, or

to employees, directors and affiliates of the Fund or the Adviser. The minimum initial investment is $15 million,

subject to certain exceptions. See “Investment Minimums” below. Investors should carefully consider the Fund’s

risks and investment objective, as an investment in the Fund may not be appropriate for all investors and is not

designed to be a complete investment program. An investment in the Fund involves a high degree of risk. It is

possible that investing in the Fund may result in a loss of some or all of the amount invested. Before making an

investment/allocation decision, investors should (i) consider the suitability of this investment with respect to an

investor’s or a client’s investment objectives and individual situation and (ii) consider factors such as an investor’s

or a client’s net worth, income, age and risk tolerance. Investment should be avoided where an investor/client has a

short-term investing horizon and/or cannot bear the loss of some or all of their investment. Before investing in the

Fund, an investor should read the discussion of the risks of investing in the Fund in “Investment Objective,

Strategies, Policies and Risks” below.

This prospectus sets forth concisely information you should know before investing in the Shares. You should read

this prospectus carefully before deciding to invest in the Fund, and you should retain it for future reference. A

Statement of Additional Information dated July 1,

2026

, as it may be amended, containing additional information

about the Fund, has been filed with the Commission. This prospectus incorporates by reference the entire Statement

of Additional Information. The Statement of Additional Information, as well as material incorporated by reference

into the Fund’s Registration Statement, annual and semi-annual reports to shareholders and other information

regarding the Fund, may be obtained without charge by writing to the Fund, by calling (855) 609-3680, by visiting

www.stoneridgefunds.com or from the EDGAR database on the Commission’s internet site (www.sec.gov). The

Fund’s address is One Vanderbilt Avenue, 65th Floor, New York, NY 10017.

Shares of the Fund do not represent a deposit or obligation of, and are not guaranteed or endorsed by, any

bank or other insured depository institution and are not federally insured by the Federal Deposit Insurance

Corporation, the Federal Reserve Board or any other government agency.

An investor should not construe the contents of this prospectus as legal, tax or financial advice. You should consult

your own professional advisors as to legal, tax, financial or other matters relevant to the suitability of an investment

in the Fund.

STONE RIDGE TRUST

TABLE OF CONTENTS

PROSPECTUS SUMMARY	S-1
FUND EXPENSES	1
CONSOLIDATED FINANCIAL HIGHLIGHTS	2
THE FUND	4
USE OF PROCEEDS	4
INVESTMENT OBJECTIVE, STRATEGIES, POLICIES AND RISKS	4
MANAGEMENT OF THE FUND	47
HOW TO BUY SHARES	49
PERIODIC REPURCHASE OFFERS	51
INTERMEDIARY AND SERVICING ARRANGEMENTS	54
DETERMINATION OF NET ASSET VALUE	54
DISTRIBUTIONS AND U.S. FEDERAL INCOME TAX MATTERS	56
DIVIDEND REINVESTMENT PLAN	59
DESCRIPTION OF THE FUND	59
REPORTS TO SHAREHOLDERS	60
ADDITIONAL INFORMATION	60
STONE RIDGE’S PRIVACY NOTICE	61

PROSPECTUS SUMMARY

This is only a summary. This summary may not contain all of the information that you should consider before

investing in the Fund’s Shares. You should review the more detailed information contained in this prospectus and in

the Statement of Additional Information. In particular, you should carefully read the risks of investing in the Fund’s

Shares, as discussed under “Investment Objective, Strategies, Policies and Risks—Risk Considerations.”

The Fund

Stone Ridge Alternative Lending Risk Premium Fund (the “Fund”) is a closed-end management investment

company that continuously offers its shares (the “Shares”). “Alternative Lending” means a method of financing in

which an alternative lending platform facilitates the borrowing and lending of money. In so doing, a platform may

either rely on its own deposit capital or may utilize third-party sources of capital, including investors like the Fund,

to fund loans. Alternative lending is sometimes referred to as fintech lending, online lending or marketplace

lending. The Fund is operated as an “interval fund” (as defined below). An investment in the Fund may not be

appropriate for all investors.

Stone Ridge Asset Management LLC (“Stone Ridge” or the “Adviser”) is the Fund’s investment adviser.

The Offering

The Fund’s Shares are offered on a continuous basis at net asset value (“NAV”) per Share. The Fund may close at

any time to new investments and, during such closings, only the reinvestment of dividends and other distributions

by existing shareholders will be permitted. The Fund may re-open to new investment and subsequently close again

to new investment at any time at the discretion of the Adviser.

The Fund’s Shares are offered through Foreside Financial Services, LLC (the “Distributor”), as the exclusive

distributor, on a best efforts basis. The minimum initial investment is $15 million, subject to certain exceptions. The

Fund reserves the right to reject a purchase order for any reason. See “How to Buy Shares” below. Shareholders

will not have the right to redeem their Shares. However, as described below, in order to provide liquidity to

shareholders, the Fund conducts periodic repurchase offers for a portion of its outstanding Shares.

Shares are offered to or through fiduciaries (such as registered investment advisers or retirement plans) or

institutional investors, or to employees, directors and affiliates of the Fund or the Adviser.

Periodic Repurchase Offers

The Fund is an “interval fund,” a type of fund that, in order to provide liquidity to shareholders, has adopted a

fundamental investment policy to make quarterly offers to repurchase between 5% and 25% of its outstanding

Shares at NAV. The Fund makes quarterly repurchase offers in the months of February, May, August and November.

Written notification of each quarterly repurchase offer (the “Repurchase Offer Notice”) is sent to shareholders at

least 21, and not more than 42, calendar days before the repurchase request deadline (i.e., the date by which

shareholders can tender their Shares in response to a repurchase offer) (the “Repurchase Request Deadline”). The

Fund’s Shares are not listed on any securities exchange, and the Fund anticipates that no secondary market will

develop for its Shares. Accordingly, you may not be able to sell Shares when and/or in the amount that you desire.

Thus, the Shares are appropriate only as a long-term investment. In addition, the Fund’s repurchase offers may

subject the Fund and shareholders to special risks. See “Special Risk Considerations—Repurchase Offers Risk”

below.

Investment Objective, Investment Strategy and Principal Investment Policies

The Fund’s investment objective is to achieve total return and current income. There can be no assurance that the

Fund will achieve its investment objective.

The Adviser believes that investing should involve a long-term view and a systematic focus on sources of expected

return, not on security selection or market timing. In managing the Fund, the Adviser focuses primarily on one

source of expected returns: the “credit risk premium” in certain loans and other investments described below. The

S-1

“credit risk premium” is positive if interest and other payments paid in connection with a pool of such investments

(including amounts paid to the Fund in connection with the sale of such investments), minus the principal losses

actually experienced across that pool, exceed the risk-free rate, on average and over time. The “risk-free rate” is the

rate of return that can be earned on high-quality, short-term government debt securities. There can be no assurance

that the credit risk premium will be positive for the Fund’s investments at any time or on average and over time. For

example, a consumer or small business borrower typically pays a premium (interest) to a lender in exchange for use

of the lender’s capital (the amount of the borrowing) for a pre-determined amount of time. On average and over

time, if payments of interest and repayments of principal on such borrowings are greater than losses incurred from

defaults, the excess positive return above the risk-free rate represents the credit risk premium. By investing in these

loans and other investments, the Fund is accepting the risk that some borrowers will not repay their loans, in

exchange for the expected returns associated with the receipt of interest payments and repayment of principal by

those that do. The Fund seeks to benefit over the long term from the difference between the amount of interest and

principal received and losses experienced.

The Adviser does not purchase or sell investments for the Fund’s portfolio based on an analysis of specific

borrowers’ abilities to repay their loans or other criteria specific to individual investments. Instead, the Adviser

seeks to identify alternative lending platforms that originate or source pools of loans and other securities on an

ongoing basis that can be purchased by the Fund and serve as part of a portfolio that provides the Fund with broad

exposure to the risk and return characteristics (and potential credit risk premium) of loans from a variety of

geographic regions and representing a variety of different borrower types for a variety of purposes, including:

●

individual consumers consolidating existing debt or funding large purchases;

●

small or medium-sized businesses funding working capital such as property, plant, equipment, expansion,

receivables or inventory;

●

students financing education or refinancing existing student loans; and

●

individuals or businesses financing investments in real estate.

The Fund pursues its investment objective primarily by buying and selling alternative lending-related securities,

directly or through its wholly-owned and controlled subsidiaries (each, a “Subsidiary”) formed by the Fund. The

Fund and its Subsidiaries intend to obtain financing to make investments and/or to fund Share repurchases through

traditional financing facilities, through reverse repurchase agreements or other similar derivatives transactions or

through a mix of the foregoing.

As described in more detail below, an “alternative lending platform” is a lending marketplace or lender or other

intermediary that is not a traditional lender. The Adviser, as part of its portfolio construction process, performs

diligence on the platforms from which the Fund purchases alternative lending-related securities in order to evaluate

both the process by which each platform extends or sources loans and provides related services and the

characteristics of the overall portfolio of loans made available through that platform. The Fund generally purchases

a portfolio of loans from a particular platform that meet certain criteria (such as maturities and durations, borrower

and loan types, borrower credit quality and geographic locations of borrower) and that provide broad exposure to

the loan originations or sourcing of that particular platform. When investing in whole loans, the Fund invests solely

in loans originated by platforms that provide the Fund with a written commitment to deliver or cause to be

delivered individual loan-level data on an ongoing basis throughout the life of each individual loan that is updated

periodically as often as the NAV is calculated to reflect new information regarding the borrower or loan, and the

Fund does not invest in loans sold on platforms for which the Fund cannot evaluate to its satisfaction the

completeness and accuracy of the individual loan data relevant to the existence and valuation of the loans purchased

that is provided by the platform and used by the Fund in accounting for loans. Although the Fund conducts

diligence on the platforms, the Fund generally does not have the ability to independently verify the information

provided by the platforms, other than payment information regarding loans and other alternative lending-related

securities owned by the Fund, which the Fund observes directly as payments are received. The Fund generally does

not have access to personally identifiable information about the individual borrowers (e.g., names or similar

identifying information) prior to purchasing loans or other alternative lending-related securities, although the Fund’s

custodian has this information for whole loans owned by the Fund (and the Fund and the Adviser have established

S-2

procedures with the Fund’s custodian designed to prevent the inadvertent communication of personally identifiable

borrower information by the Fund’s custodian to the Fund or the Adviser). The Fund monitors the characteristics of

the alternative lending-related securities purchased from particular platforms on an ongoing basis. In this way, the

Adviser seeks to construct a portfolio that provides broad, representative investment exposure across the alternative

lending asset class.

In addition to originating or sourcing loans, some alternative lending platforms also sponsor special purpose

entities, sometimes referred to as securitization vehicles, for the purpose of acquiring loans originated or sourced by

such platform and issuing securities the payments on which are funded by payments received on such securitization

vehicles’ underlying investments. The Fund seeks to sell certain of the whole loans it acquires by pooling them and

selling them to such securitization vehicles, whether sponsored by the platforms themselves or by third parties, in

cases where the Fund determines that such sales are on terms favorable to the Fund. The Fund expects that many or

most alternative lending platforms will eventually begin to sponsor such securitization vehicles, and the volume and

frequency of the Fund’s sales of pools of loans to securitization vehicles may increase as a more active and reliable

secondary market develops over time.

Alternative lending-related securities typically provide the Fund with exposure to loans originated or sourced by

alternative lending platforms. The Fund invests primarily in whole loans, but also may invest, to a lesser extent, in

other types of alternative lending-related securities, which include:

●

shares, certificates, notes or other securities representing the right to receive principal and interest

payments due on fractions of whole loans or pools of whole loans (including “member-dependent

payment notes” issued by some public U.S. platforms, which we refer to as “fractional loans” herein);

●

direct participations in whole loans originated by alternative lending platforms (which we refer to as “loan

participations”), which are typically issued by the originator, a bank or other financial institution;

●

securities issued by special purpose entities that hold either of the foregoing types of alternative

lending-related securities (“asset-backed securities”), including pass-through certificates and securities

issued by special purpose entities that hold mortgages (“mortgage-backed securities”);

●

equity or debt securities (publicly or privately offered), including warrants, of alternative lending

platforms or companies that own or operate alternative lending platforms; and

●

derivative instruments (which may include options, swaps or other derivatives) that provide exposure to

any of the investments the Fund may make directly.

Under normal circumstances, the Fund will invest at least 80% of its net assets, plus the amount of any borrowings

for investment purposes, directly or indirectly in alternative lending-related securities. As a matter of fundamental

policy, the Fund concentrates its investments in the alternative lending industry and has adopted a policy to invest,

directly or indirectly, at least 25% of its total assets in the alternative lending industry. The notional value of any

derivatives and other synthetic instruments that provide investment exposure to, or exposure to one or more of the

market risk factors associated with, the investment focus that the Fund’s name suggests will count towards

compliance with the Fund’s 80% test.

The Fund has adopted the following investment restrictions as fundamental policies that can only be changed with

the approval of the holders of a majority of the Fund’s outstanding voting securities (the “Fundamental Investment

Restrictions”):

●

The Fund may not invest in loans that are of subprime quality at the time of investment.

●

The Fund may not purchase loans or other alternative lending-related securities from platforms whose

business consists primarily of originating loans of subprime quality.

●

The Fund may not purchase loans or other alternative lending-related securities originated in emerging

markets.

S-3

●

The Fund may not purchase loans or other alternative lending-related securities from platforms whose

financial statements are not audited by a nationally recognized accounting firm.

In accordance with the Fund’s Fundamental Investment Restrictions, the Adviser will determine whether loans

offered to the Fund are of subprime quality at the time of investment pursuant to guidelines approved by the Board

from time to time. These guidelines currently provide that in order to be eligible for purchase by the Fund, the

Adviser must determine that loans have a likelihood of repayment that is greater than that of “subprime” consumer

loans. “Subprime” does not have a specific legal or market definition, but is understood in the credit marketplace to

signify that a loan has a material likelihood that it will not be repaid. The Adviser will make the determination that

loans purchased by the Fund are not of subprime quality based on the Adviser’s due diligence of the credit

underwriting policies of the originating or sourcing platform, which look to a number of borrower-specific factors

to determine a borrower’s ability to repay a particular loan, including employment status, income, assets, education

and credit bureau data where available. Credit bureau data is only one factor considered in determining the credit

quality of a borrower and a loan. However, when credit score data is available from a platform with respect to a

borrower, the Adviser’s guidelines do not allow the Adviser to cause the Fund to purchase any consumer loan to an

individual who does not have at least one credit score that is, either at the time of origination or the time of

purchase, equal to or above a specified minimum.

“Alternative lending,” which is sometimes referred to as fintech lending, online lending or marketplace lending, is a

method of financing in which an alternative lending platform facilitates the borrowing and lending of money. In so

doing, a platform may either rely on its own deposit capital or may utilize third-party sources of capital, including

investors like the Fund, to fund loans. It is considered an alternative to more traditional loan financing done through

a traditional bank. These platforms seek to streamline the traditional lending process by using technology in their

underwriting. Alternative lending models generally do not rely on physical bank branches or legacy lending

systems, making it possible for the platforms to pass along cost savings to borrowers in the form of lower interest

rates relative to credit card interest rates. In addition, the Adviser believes that these platforms have used their

technology to profitably make smaller-dollar loans, a process that can involve higher costs when using traditional

underwriting methods. As such, the Adviser believes that these platforms have helped borrowers seeking more

affordable credit, including to socioeconomically disadvantaged borrowers with historically less access to such

credit from traditional banks. For example, the Fund purchases through platforms that have demonstrated how their

underwriting has expanded credit access to minorities and women relative to traditional lenders like banks.

There are several different models of alternative lending but, very generally, a platform typically matches

consumers, small or medium-sized businesses or other types of borrowers with investors that are interested in

gaining investment exposure to the loans made to such borrowers. Prospective borrowers are usually required to

provide or give access to certain financial information to the platform, such as the intended purpose of the loan,

income, employment information, credit score, debt-to-income ratio, credit history (including defaults and

delinquencies) and home ownership status, and, in the case of small business loans, business financial statements

and personal credit information regarding any guarantor, some of which information is made available to

prospective lenders. Often, platforms charge fees to borrowers to cover these screening and administrative costs.

Based on this and other relevant supplemental information, the platform usually assigns its own credit rating to the

borrower and sets the interest rate for the requested borrowing. Some platforms follow the peer-to-peer model,

posting the borrowing requests online and investors may choose among the loans, based on the interest rates the

loans are expected to yield less any servicing or origination fees charged by the platform or others involved in the

lending arrangement, the background data provided on the borrowers and the credit rating assigned by the platform.

Other platforms sell loans directly to large institutional investors, like the Fund. In some cases, a platform partners

with a bank to originate a loan to a borrower, after which the bank sells the loan to the platform or directly to the

investor; alternatively, some platforms may originate loans themselves.

Other alternative lending platforms are non-traditional intermediaries. Unlike marketplace lenders, non-traditional

intermediaries do not themselves (either alone or working with a bank) originate loans. Instead, they intermediate

sales of loans originated by more traditional lenders to buyers that utilize alternative sources of capital (i.e., capital

other than bank deposits).

S-4

When investing in loans originated or sourced using any of these models of alternative lending, some investors,

including the Fund, may not review the particular characteristics of the loans in which they invest at the time of

investment, but rather negotiate in advance with platforms the general criteria of the investments, as described

above. As a result, the Fund is dependent on the platforms’ ability to collect, verify and provide information to the

Fund about each loan and borrower.

Platforms may set minimum eligibility standards for borrowers to participate in alternative lending arrangements

and may limit the maximum permitted borrowings. Depending on the purpose and nature of the loan, its term may,

for example, be as short as six months or shorter, or as long as thirty years or longer. Set forth below is additional

information about some of the Fund’s alternative lending-related investments.

Whole Loans.

The Fund primarily buys and sells whole loans. When the Fund invests in whole loans, it

typically purchases all rights, title and interest in the loans pursuant to a loan purchase agreement directly from

the platform or its affiliate. The platform or a third-party servicer typically continues to service the loans,

collecting payments and distributing them to investors, less any servicing fees assessed against the Fund, and

the servicing entity typically will make all decisions regarding any modification, forbearance or other form of

relief that may be provided to a borrower experiencing financial hardship and acceleration or enforcement of

the loans following any default by a borrower. Where a platform or its affiliate acts as the loan servicer, there

is typically a backup servicer in place in case that platform or affiliate ceases or fails to perform these servicing

functions. The Fund, as an investor in a whole loan, would be entitled to receive payment only from the

borrower and/or any guarantor, and would not be able to recover any deficiency from the platform, except

under very narrow circumstances, which may include fraud by the borrower in some cases. The whole loans in

which the Fund may invest may be secured or unsecured.

Loan Participations.

The Fund invests in participation interests in whole loans, which are typically originated

by an alternative lending platform, sometimes in partnership with a bank or other financial institution. When

the Fund invests in participation interests, the Fund typically purchases a fractional or full economic interest in

the underlying whole loans and the originator retains the legal title to such loans. As with the Fund’s

investments in whole loans, the alternative lending platform or a third-party servicer typically continues to

service the loans, collecting payments and distributing them to investors in the loan participations, less any

servicing fees assessed against the Fund, and the servicing entity typically will make all decisions regarding

any modification, forbearance or other form of relief that may be provided to a borrower experiencing

financial hardship and acceleration or enforcement of the loans following any default by a borrower. The

servicing entity may distribute payments of principal and interest from the borrower directly to the Fund as a

holder of participation interests. Alternatively, the Fund may receive payments of principal and interest as

passed through by the bank or other financial institution originating the whole loans and issuing the

participation interests. The participation interests in which the Fund invests may be in whole loans that are

secured or unsecured.

Pass-Through Certificates.

The Fund invests in pass-through certificates, which are a form of asset-backed

security that is backed by a pool of whole loans originated or sourced by one or more alternative lending

platforms and that represents the right of the holder to receive specified distributions in respect of such whole

loans; specifically, holders are entitled to receive payments on account of principal and interest payments made

by borrowers on the underlying loans, as well as proceeds from the sale or liquidation of any loan underlying

the pass-through certificate, net of fees, expenses and other amounts payable to the issuer, trustee, originating

platform(s) or other third parties as required. Unlike many other asset-backed securities, pass-through

certificates are generally not issued with multiple tranches; instead, all holders of a particular certificate share a

pro rata interest in the underlying pool of whole loans and distributions with respect thereto.

Other Asset-Backed Securities.

The Fund invests in, and sells certain of its alternative lending-related

investments to, securitization vehicles formed by alternative lending platforms or third parties for the purpose

of acquiring alternative lending-related investments and issuing securities the payments on which are funded

by payments received on such entities’ underlying investments. Such asset-backed securities, including

mortgage-backed securities, may be issued in different tranches of debt and residual equity interests with

different rights and preferences. The Fund may hold any tranche of such asset-backed securities. The volume

and frequency of the Fund’s sales of pools of loans to securitization vehicles may increase as a more active and

reliable secondary market develops over time.

S-5

Shares, Certificates, Notes or Other Securities.

The Fund may also invest in shares, certificates, notes or other

securities representing the right to receive principal and interest payments due on fractions of whole loans or

pools of whole loans. The platform or a separate special purpose entity organized by or on behalf of the

platform may hold the whole loans underlying such securities on its books and issue to the Fund, as an

investor, a share, certificate, note or other security, the payments on which track and depend upon the borrower

payments on the underlying loans. As with whole loans, the platforms or third-party servicers typically

continue to service the underlying loans on which the performance of such securities is based. Such securities

may be linked to any of the types of whole loans in which the Fund may invest directly. Such securities may

also track fractions of a whole loan. These securities may be sold through publicly registered offerings or

through unregistered private offerings.

Equity Securities.

The Fund may invest in public or private equity securities issued by alternative lending

platforms or companies that own or operate alternative lending platforms, including common stock, preferred

stock, convertible stock and/or warrants. For example, the Fund may invest in securities issued by a platform,

which may provide the platform with the capital it requires to support its business. Equity investments may

afford the Fund voting rights as well as the opportunity to receive dividends and/or capital appreciation,

although warrants, which are options to purchase equity securities at specific prices valid for a specific period

of time, typically have no voting rights, receive no dividends and have no rights with respect to the securities

of the issuer unless and until they are exercised for the underlying equity securities. The Fund may also invest

in equity securities of both non-U.S. and U.S. small and mid-cap companies.

Debt Securities.

The Fund may invest in debt securities issued by alternative lending platforms or companies

that own or operate alternative lending platforms. The Fund may have exposure to the debt securities of

U.S. or non-U.S. issuers. These debt securities may have fixed or floating interest rates; may or may not be

collateralized; and may be below investment grade or unrated but judged by the Adviser to be of comparable

quality (debt securities that are below investment grade are commonly called “junk bonds”). The Fund has no

limits as to the maturity of debt securities in which it invests. Such investments may be within any maturity

range (short, medium or long) depending on the Adviser’s evaluation of investment opportunities available

within the debt securities market. Similarly, the Fund has no limits as to the market capitalization range of the

issuers.

The Fund may also pursue its investment objective by investing in equity or debt securities issued by real estate

investment trusts (“REITs”) or pooled investment vehicles that invest in REITs. REITs are pooled real estate

investment vehicles that own, and typically operate, certain qualified real estate and real estate-related assets. If a

REIT meets certain requirements, including distributing to shareholders substantially all of its taxable income (other

than net capital gains), then it is not generally taxed on the income distributed to shareholders. REITs and pooled

investment vehicles that invest in REITs may be subject to management fees and other expenses, and so the Fund

will bear its proportionate share of the costs of the REITs’ and/or vehicles’ operations if it invests in REITs or

vehicles subject to such fees and expenses. REITs can be listed and traded on national securities exchanges or can

be traded privately between individual owners. An exchange-traded REIT is generally more liquid than a REIT that

is not traded on a securities exchange. The Fund may invest in both exchange-traded and privately-traded REITs.

The Fund generally invests in equity REITs, which invest in and own real estate directly, and generally invest a

majority of their assets in income-producing properties to generate cash flow from rental income and gradual asset

appreciation. The income-producing properties in which equity REITs may invest include land, office, retail,

industrial, hotel and apartment buildings, single or multifamily homes, self-storage, specialty and diversified and

healthcare facilities. Equity REITs can realize capital gains (or losses) by selling properties that have appreciated

(or depreciated) in value. Equity REITs may also invest in non-income-producing properties or real estate-related

assets.

An equity investment in a REIT may afford the Fund voting rights as well as the opportunity to receive dividends

and/or capital appreciation. The Fund may invest in warrants issued by REITs, which are options to purchase equity

securities at specific prices valid for a specific period of time; such investments typically have no voting rights,

receive no dividends and have no rights with respect to the securities of the issuer unless and until they are

exercised for the underlying equity securities. Debt securities of REITs may have fixed or floating interest rates;

may or may not be collateralized; and may be below investment grade or unrated but judged by the Adviser to be of

S-6

comparable quality. The Fund has no limits as to the maturity of debt securities in which it invests. Such

investments may be within any maturity range (short, medium or long) depending on the Adviser’s evaluation of

investment opportunities available within the debt securities market. Similarly, the Fund has no limits as to the

market capitalization range of the issuers.

Additional Information About the Fund’s Principal Investment Strategies

The Fund may gain exposure to loans that are unsecured, secured by a perfected security interest in an enterprise or

specific assets of an enterprise or individual borrower or in real estate, and/or supported by a personal guarantee by

individuals related to the borrower. The loans to which the Fund gains exposure may pay fixed or variable rates of

interest, may have a variety of amortization schedules and may include borrowings that do not require amortization

payments (i.e., are interest-only). The loans to which the Fund gains exposure may have a term ranging from less

than one year to thirty years or longer, and in some cases may not require any payments to be made to the Fund

until the end of the term. The terms of any loan to which the Fund gains exposure, including the interest rate, timing

of payments or the overall amount to be repaid, may be modified in the discretion of the loan servicer or by

operation of federal, state or local law or regulation in order to provide relief to borrowers, particularly during

economic downturns or periods of market volatility, which could adversely affect Fund performance. The Fund may

invest in loans at or shortly following origination or sourcing, or may purchase loans in the secondary market after

origination or sourcing. This universe of investments is subject to change under varying market conditions and as

alternative lending-related instruments and markets evolve over time.

The Fund may seek to hedge its exposure to foreign exchange or interest rate risks that arise as a result of its

investments. The Fund may use forwards, futures, swaps, or other exchange-traded or over-the-counter (“OTC”)

derivatives or may purchase or sell physical currency, bonds or other securities or instruments, including short sales

on assets the Fund does not own, which may require the Fund to pay a premium to borrow the assets sold short and

to pay the lender any dividends or interest received on the assets while borrowed. There can be no guarantee the

Fund’s hedging activities will effectively offset any adverse impact of foreign exchange or interest rates.

In implementing the Fund’s investment strategy, the Adviser has broad discretion to invest in alternative

lending-related securities of different types and relating to a variety of borrower types and geographic regions

(including regions inside and outside the U.S.), subject to the Fundamental Investment Restrictions, which prohibit

the Fund from investing in loans of subprime quality or loans originated in emerging markets. The Adviser seeks to

invest in alternative lending-related securities through platforms that operate in (and that originate or source loans to

borrowers located in) the U.S., Europe, Australia and New Zealand, and may in the future seek to gain exposure to

other geographic regions, other than emerging markets. Within each region and borrower type, the Adviser has

broad discretion to make investments that provide the Fund with a variety of exposures, including to borrower

creditworthiness, lines of business and loan purpose. Subject to any restrictions under applicable law (including

diversification requirements under U.S. federal income tax law applicable to regulated investment companies), the

Fund is not restricted in its exposure to any particular borrower creditworthiness, line of business, loan purpose,

term or form of security or guarantee or any other loan terms or characteristics, except as provided in the

Fundamental Investment Restrictions. With the exception of certain asset diversification tests under the Internal

Revenue Code of 1986, as amended (the “Code”), there is no stated limit on the percentage of assets the Fund can

invest in a particular investment or the percentage of assets the Fund will allocate to any one investment type,

borrower type, loan purpose, geographic region, borrower creditworthiness, term or form of security or guarantee

permitted by the Fundamental Investment Restrictions. The Fund may, at times, focus its investments in instruments

meeting one or more of these criteria. Subject to the limitations described above, the Fund may also invest in loans

or other investments that are not originated or sourced by alternative lending platforms but that the Adviser believes

have investment characteristics similar to alternative lending-related securities in which the Fund invests.

The Fund makes investments through its Subsidiaries. Each Subsidiary may invest, for example, in whole loans or

in shares, certificates, notes or other securities representing the right to receive principal and interest payments due

on fractions of whole loans or pools of whole loans, or any other security or other instrument that the Fund may

hold directly. References herein to the Fund include references to a Subsidiary in respect of the Fund’s investment

exposure.

S-7

All or substantially all of the securities in which the Fund invests are “restricted” securities, which means that they

are only eligible for purchase and sale by certain qualified institutional buyers, as defined in Rule 144A under the

Securities Act of 1933, as amended (the “1933 Act”), and/or subject to contractual restrictions on transfer. Thus,

there is generally a limited secondary market available for many of the securities in which the Fund invests. As

described above, the Fund seeks to sell certain of its investments to securitization vehicles, and, to the extent a more

active secondary market develops over time, the Fund expects to selectively purchase or sell certain investments in

executing its investment strategy. Otherwise, the Fund generally holds its investments to maturity.

Borrowing and Leverage

The Fund and its Subsidiaries have obtained and expect in the future to obtain financing to make investments and/or

to fund Share repurchases. The Fund and its Subsidiaries intend to obtain leverage through traditional financing

facilities, through reverse repurchase agreements or other similar derivatives transactions or through a mix of the

foregoing. Such borrowings are typically secured by investments held by the Fund or such Subsidiary. The Fund

and its Subsidiaries also may obtain leverage through derivative instruments that afford the Fund economic leverage

or other investments, such as asset-backed securities, that may have embedded leverage. The Fund is not limited in

the form or manner in which it may incur leverage.

The Investment Company Act of 1940, as amended (the “1940 Act”), requires a closed-end fund to have asset

coverage of not less than 300% of the value of the outstanding amount of senior securities representing

indebtedness (as defined in the 1940 Act) at the time that it issues senior securities. This means that the value of the

Fund’s senior securities representing indebtedness may not exceed one-third of the value of its total assets

(including such senior securities), measured at the time the Fund issues the senior securities. The 1940 Act also

requires the Fund to provide for a prohibition on the declaration of cash distributions or repurchases of Shares

unless any senior securities representing indebtedness have an asset coverage of not less than 300% after giving

effect to such distribution or repurchase. The Fund also may borrow money from banks or other lenders for

temporary purposes in an amount not to exceed 5% of the Fund’s assets. Such temporary borrowings are not subject

to the asset coverage requirements discussed above.

Additionally, Rule 18f-4 under the 1940 Act (“Rule 18f-4”) provides certain limits on a registered investment

company’s use of derivatives and certain related instruments to obtain leverage. As required by Rule 18f-4, the

Fund’s derivatives exposure (including its use of reverse repurchase agreements, which the Fund has elected to treat

as derivatives under Rule 18f-4) is limited through a value-at-risk (“VaR”) test. Very generally, VaR is an estimate

of an instrument’s or portfolio’s losses over a given time horizon at a specified confidence level. Under Rule 18f-4,

the Fund is required to limit the VaR of the Fund’s portfolio to less than 200% of the VaR of a “designated

reference portfolio,” which is, in general, either an unleveraged index approved by the Fund’s derivatives risk

manager or the Fund’s own portfolio of securities or other investments, excluding any derivatives transaction. This

limitation is referred to in Rule 18f-4 as the “relative VaR test.” If the Fund’s derivatives risk manager reasonably

determines that there is no designated reference portfolio that would provide an appropriate reference portfolio for

the purposes of Rule 18f-4, then instead of the relative VaR test, the Fund will be required to limit the VaR of the

Fund’s portfolio to less than 20% of the value of the Fund’s net assets, which is referred to as the “absolute VaR

test.” The Fund expects that its use of reverse repurchase agreements and other similar derivatives transactions to

obtain leverage, under either the relative VaR test or the absolute VaR test, will enable the Fund to obtain

substantially more leverage than would be possible if the Fund obtained leverage only through senior securities

subject to the 300% asset coverage requirement.

Leverage can have the effect of magnifying the Fund’s exposure to changes in the value of its assets and may also

result in increased volatility in the Fund’s NAV. This means the Fund will have the potential for greater gains, as

well as the potential for greater losses, than if the Fund owned its assets on an unleveraged basis. The value of an

investment in the Fund will be more volatile and other risks tend to be compounded to the extent that the Fund is

exposed to leverage directly or indirectly. See “Investment Objective, Strategies, Policies and Risks

—

Risk

Considerations

—

Borrowing and Leverage Risk

—

Effects of Leverage” below.

S-8

Investment Adviser

Stone Ridge is the investment adviser of the Fund. As of May 31,

2026

, Stone Ridge managed client assets of

approximately $

billion. James Egan, Paul Germain, Joseph O, Tomer Seifan and Ross Stevens (the “Portfolio

Managers”) are jointly and primarily responsible for the day-to-day management of the Fund. See “Management of

the Fund” below.

Distributions

The Fund currently intends to declare and pay dividends of substantially all net investment income and net realized

capital gains at least annually, although the Fund may declare and pay dividends more frequently (e.g., quarterly).

Unless shareholders specify otherwise, dividends will be reinvested in Shares of the Fund. See “Distributions and

U.S. Federal Income Tax Matters” and “Dividend Reinvestment Plan” below. The Fund may pay distributions from

sources that may not be available in the future and that are unrelated to the Fund’s performance, such as from

offering proceeds, borrowings or amounts from the Fund’s affiliates (e.g., fees or expenses waived or reimbursed by

the Adviser) that are subject to repayment by the Fund.

Unlisted Closed-End Fund Structure; Limited Liquidity

The Fund’s Shares are not listed, and the Fund does not currently intend to list its Shares for trading on any national

securities exchange. There is currently no secondary market for its Shares, and the Fund does not expect a

secondary market in its Shares to develop. Shareholders of the Fund are not able to have their Shares repurchased or

otherwise sell their Shares on a daily basis because the Fund is an unlisted closed-end fund. In order to provide

liquidity to shareholders, the Fund is structured as an “interval fund” and conducts periodic repurchase offers for a

portion of its outstanding Shares, as described herein. An investment in the Fund is suitable only for long-term

investors who can bear the risks associated with the limited liquidity of the Shares. Investors should consider their

investment goals, time horizons and risk tolerance before investing in the Fund.

Distributor, Transfer Agent, Administrator and Custodians

Foreside Financial Services, LLC, Three Canal Plaza, Suite 100, Portland, Maine 04101, is the Fund’s Distributor.

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services, 615 East Michigan Street,

Milwaukee, Wisconsin 53202, is the Fund’s transfer agent (the “Transfer Agent”), administrator and accounting

agent. U.S. Bank NA, 1555 N. River Center Drive, Suite 302, Milwaukee, Wisconsin, and Inspira Financial Trust,

LLC (“Inspira”), 2001 Spring Rd #700, Oak Brook, IL 60523, are the Fund’s co-custodians. Inspira also serves as

the custodian for assets held by the Funds’ Subsidiaries. The Adviser pays fees to the Distributor as compensation

for the services it renders. The Fund compensates the Transfer Agent and the custodians for their services. See

“Intermediary and Servicing Arrangements” below.

Special Risk Considerations

An investment in the Fund involves special risk considerations. Investors should consider carefully the risks

summarized below, which are described in more detail under “Investment Objective, Strategies, Policies and

Risks—Risk Considerations” below.

Investors should carefully consider the Fund’s risks and investment objective, as an investment in the Fund may not

be appropriate for all investors or clients and is not designed to be a complete investment program. An investment

in the Fund involves a high degree of risk. It is possible that investing in the Fund may result in a loss of some or

all of the amount invested. Before making an investment/allocation decision, investors should (i) consider the

suitability of this investment with respect to an investor’s or a client’s investment objectives and individual situation

and (ii) consider factors such as an investor’s or a client’s net worth, income, age and risk tolerance. Investment

should be avoided where an investor/client has a short-term investing horizon and/or cannot bear the loss of some

or all of the investment. The Fund is subject to the principal risks described below, whether through the Fund’s

direct investments, investments by its Subsidiaries or derivatives positions.

S-9

Default Risk.

The value of the Fund’s investments in whole loans and other alternative lending-related securities,

such as shares, certificates, notes or other securities representing an interest in and the right to receive principal and

interest payments due on whole loans or fractions of whole loans, is dependent on the borrowers’ continued and

timely payments. The Fund receives payments on such investments only if the party servicing the loans receives the

borrowers’ payments on the corresponding or underlying loans and passes such payments through to the Fund. If a

borrower fails to make interest payments or repay principal when due on a loan in which the Fund has investment

exposure, or if the value of such a loan decreases, the value of the Fund’s investments will be adversely affected.

There can be no assurance that payments due on underlying loans will be made.

If a borrower is unable or fails to make payments on a loan for any reason, the Fund may be greatly limited in its

ability to recover any outstanding principal or interest due, as (among other reasons) the Fund may not have direct

recourse against the borrower or may otherwise be limited in its ability to directly enforce its rights under the loan,

whether through the borrower or the platform through which such loan was originated or sourced; the loan may be

unsecured or under-collateralized; and/or it may be impracticable to commence a legal proceeding against the

defaulting borrower. If the Fund were unable to recover unpaid principal or interest due, this would cause the

Fund’s NAV to decrease. As described further under “—Risk of Unsecured Loans,” the Fund generally will not be

able to offset losses on defaulting loans by looking to collateral or obligations of guarantors, insurers or

governmental authorities, as many of the loans to which the Fund has exposure are obligations not secured by

collateral or (except for certain loans to businesses) backed by any guarantee.

Borrowings obtained through alternative lending platforms may not limit borrowers from incurring additional debt.

If a borrower incurs additional debt obligations after obtaining a loan through an alternative lending platform, the

borrower’s creditworthiness may diminish and any additional obligations could cause the borrower to experience

financial distress, insolvency or bankruptcy, all of which would impair the borrower’s ability to repay the loan

underlying the Fund’s investment. Furthermore, the ability of secured creditors to pursue remedies against the

collateral of the borrower may impair the borrower’s ability to repay its unsecured loan or it may impair the

platform’s or loan servicer’s ability to collect on the loan upon default. The loans in which the Fund invests

generally do not include any cross-default provisions. Cross-default provisions render a default on one outstanding

debt obligation an automatic default on another debt obligation of the borrower, which permits creditors to react

more quickly to take steps to protect their interests. In contrast, the loans in which the Fund invests typically will be

placed in default or referred to collection only if there are independent defaults on such loans, irrespective of

whether the borrower has defaulted on a different debt obligation. Not only will the Fund not benefit from such

protective provisions, the Fund also generally will not be made aware of any additional debt incurred by a borrower

or whether such debt is secured or unsecured.

Default rates on loans may be adversely affected by a number of factors outside the Fund’s control, such as

economic downturns or general economic or political conditions, including prevailing interest rates, the rate of

unemployment, the level of consumer confidence, residential real estate values, the value of various currencies,

energy or gasoline prices, changes in consumer spending, the number of bankruptcies, insolvencies, disruptions in

the credit markets, the borrower’s circumstances, the stigma of bankruptcy, decreases in the value of the underlying

collateral of any secured loans and other factors. For example, see “—Risks Relating to Collateral or Guarantees.”

In addition, the COVID-19 pandemic has impacted, and other infectious illness outbreaks may in the future impact,

loan repayment and default rates. See “—Epidemic and Pandemic Risk.”

The default history for alternative lending borrowing arrangements is limited. Future defaults may be higher than

historical defaults and the timing of defaults may vary significantly from historical observations. As described

further under “—Credit/Counterparty Risk,” the credit profile and interest rates available to certain borrowers who

seek credit through alternative lending platforms may result in a higher rate of default for alternative lending-related

securities as compared with the debt instruments associated with more traditional lending models, such as banks,

although pursuant to the Fundamental Investment Restrictions, the Fund may not invest in loans that are of

subprime quality at the time of investment. If the impact of defaults on loans to which the Fund has exposure

exceeds the profits on non-defaulting loans, the Fund will be unable to achieve its investment objective.

The Fund’s investments in equity securities issued by alternative lending platforms themselves (or their affiliates) or

REITs are also subject to the risk of loss. If a platform or other issuer defaults on its outstanding obligations, the

S-10

Fund’s equity interest in such issuer may be diminished or extinguished and the Fund can expect to realize on any

such investments only to the extent that the issuer’s creditors are made whole and the issuer still has residual profits

that would benefit equity holders.

Loan Modification Risk.

At any time, and particularly during economic downturns or periods of market volatility,

the terms of any loan to which the Fund gains exposure, including the interest rate, timing of payments or the

overall amount to be repaid, may be modified in the discretion of the loan servicer or by operation of federal, state

or local law or regulation in order to provide relief to borrowers experiencing financial hardship. Any such loan

modification or forbearance may result in less favorable terms for the Fund and could adversely affect Fund

performance by, among other things, postponing the receipt of payments by the Fund or reducing the overall

amount to be repaid by the borrower. The servicing entity typically will make all decisions regarding any

modification, forbearance or other form of relief that may be provided to a borrower, and the Fund will typically

have no ability to set the terms of any loan modification or forbearance or to influence the decision of the servicing

entity.

Risk of Unsecured Loans.

Many of the Fund’s investments are associated with loans that are unsecured obligations

of borrowers. This means that they are not secured by any collateral, not insured by any third party, not backed by

any governmental authority in any way and, except in the case of certain loans to businesses, not guaranteed by any

third party. When a borrower defaults on an unsecured loan, the holder’s only recourse is generally to accelerate the

loan and enter into litigation to recover the outstanding principal and interest. There is no assurance that such

litigation would result in full repayment of the loan and the costs of such measures may frequently exceed the

outstanding unpaid amount of the borrowing. The Fund generally will need to rely on the efforts of the platforms,

servicers or their designated collection agencies to collect on defaulted loans and there is no guarantee that such

parties will be successful in their efforts to collect on loans. In addition, the Fund’s investments in shares,

certificates, notes or other securities representing an interest in a special purpose entity organized by an alternative

lending platform and the right to receive principal and interest payments due on whole loans or fractions of whole

loans owned by such entity are typically unsecured obligations of the issuer. As a result, the Fund generally may not

look to the underlying loans to satisfy delinquent payments on such interests, even though payments on such

interests depend entirely on payments by underlying borrowers on their loans.

Risks Relating to Collateral or Guarantees.

Even if a loan to which the Fund is exposed is secured, there can be

no assurance that the collateral will, if or when recovered and liquidated, generate sufficient (or any) funds to offset

any losses associated with a defaulting loan. In some cases, borrowers of secured loans may be required to provide

more collateral (or margin) when the value of the collateral falls below the loan’s margin requirements. In such

cases, the platform or loan servicer will issue a margin call requiring the borrower to deposit additional cash or

acceptable collateral. If the borrower fails to meet the margin call within the allotted time or, in the case of a

secured loan that provides that the loan servicer may liquidate a portion of the collateral on deposit to cover the

outstanding principal on the loan if the value of the collateral declines beyond a specified threshold, the platform or

loan servicer may close out all or a portion of the borrower’s loan by liquidating all or a portion of the collateral on

deposit. If the platform or loan servicer is unable to liquidate the collateral (timely or at all) or is forced to liquidate

the collateral at a disadvantageous time or price or if the value of the proceeds from the liquidation of the collateral

are less than the amounts owed under the secured loans, the value of the loan will be adversely affected. In

purchasing secured loans, the Fund is not limited to any particular form of collateral and platforms may accept

forms of collateral such as equity securities, shares of exchange-traded funds or bitcoin that may fluctuate

substantially in value due to market conditions, which could adversely affect the value of the collateral, and, in turn,

result in losses to the Fund. In addition, loans purchased through platforms that accept a single type of collateral for

all loans could experience losses simultaneously. As described further under “ – Platform Risk,” the Fund is also

subject to the risk that a platform or loan servicer will fail to sufficiently value collateral, issue margin calls, close

out a loan by liquidating all or a portion of a borrower’s collateral or otherwise administer a loan’s margin

requirements timely or at all, in which case a loan to which the Fund has exposure may be adversely impacted.

It is possible that the same collateral could secure multiple loans, in which case the liquidation proceeds of the

collateral may be insufficient to cover the payments due on all the loans secured by that collateral. There can be no

guarantee that the collateral can be liquidated at the value the Fund believes the collateral is worth or at all, and any

costs associated with such liquidation could reduce or eliminate the amount of funds otherwise available to offset

S-11

the payments due under the loan. As described further under “—Default Risk” and “—Risk of Unsecured Loans,”

the Fund generally will need to rely on the efforts of the platforms, servicers or their designated collection agencies

to collect on defaulted loans and there is no guarantee that such parties will be successful in their efforts to collect.

To the extent that the loan obligations in which the Fund invests are guaranteed by a third party, there can be no

assurance that the guarantor will perform its payment obligations should the underlying borrower default on its

payments. As described under “—Default Risk,” the Fund could suffer delays or limitations on its ability to realize

the benefits of the collateral to the extent the borrower becomes bankrupt or insolvent. Moreover, the Fund’s

security interests may be unperfected for a variety of reasons, including the failure to make a required filing by the

servicer and, as a result, the Fund may not have priority over other creditors as it expected.

Borrowing and Leverage Risk.

The Fund and its Subsidiaries have obtained and expect in the future to obtain

financing to make investments and/or to fund Share repurchases. The Fund and its Subsidiaries intend to obtain

leverage through traditional financing facilities, through reverse repurchase agreements or other similar derivatives

transactions or through a mix of the foregoing. Such borrowings are typically secured by investments held by the

Fund or such Subsidiary. The Fund and its Subsidiaries also may obtain leverage through derivative instruments

that afford economic leverage or other investments, such as asset-backed securities, that may have embedded

leverage. Leverage magnifies the Fund’s exposure to declines in the value of one or more underlying reference

assets or creates investment risk with respect to a larger pool of assets than the Fund would otherwise have and may

be considered a speculative technique. The value of an investment in the Fund will be more volatile and other risks

tend to be compounded if and to the extent that the Fund borrows or uses derivatives or other investments that have

embedded leverage. Engaging in such transactions may cause the Fund to liquidate positions when it may not be

advantageous to do so to satisfy its obligations or to comply with the requirements of Rule 18f-4 under the 1940

Act (“Rule 18f-4”).

Reverse repurchase agreements involve the risks that the interest income earned on the investment of the proceeds

will be less than the interest expense and Fund expenses associated with the repurchase agreement, that the market

value of the securities sold by the Fund may decline below the price at which the Fund is obligated to repurchase

such securities and that the securities may not be returned to the Fund. The Fund will also be subject to

counterparty risk with respect to the purchaser of the securities. If the counterparty to whom the Fund sells

securities becomes insolvent, the Fund’s right to purchase or repurchase such securities could be delayed or

impaired. Additionally, reverse repurchase agreements entail the same risks as OTC derivatives. These include the

risk that the counterparty to the reverse repurchase agreement may not be able to fulfill its obligations, that the

parties may disagree as to the meaning or application of contractual terms, or that the instrument may not perform

as expected.

The Fund’s borrowings may be on a secured or unsecured basis, and at fixed or variable rates of interest. Borrowing

gives rise to interest expense and may require the Fund to pay other fees. The costs of borrowing will reduce the

Fund’s return. Unless the rate of return, net of applicable Fund expenses, on the Fund’s investments exceeds the

costs to the Fund of the leverage it utilizes, the investment of the Fund’s net assets attributable to leverage will

generate less income than will be needed to pay the costs of the leverage and the facility fees that the Fund or its

Subsidiaries pay, resulting in a loss to the Fund even if the rate of return on those assets is positive. The Fund’s

ability to obtain leverage through borrowings is dependent on its ability to establish and maintain appropriate lines

of credit or other borrowing facilities. The Fund’s borrowings may impose financial and operating covenants that

restrict the Fund’s business activities, including limitations that could hinder the Fund’s ability to make additional

investments and/or to fund Share repurchases. Market conditions may unfavorably impact the Fund’s or its

Subsidiaries’ ability to secure borrowings on favorable or commercially feasible terms.

The Fund’s borrowings are typically secured by investments held by Subsidiaries of the Fund. The Subsidiaries of

the Fund that pledge investments to secure the Fund’s borrowings are typically separate bankruptcy-remote entities

formed for the purpose of holding specific securities and pledging those securities to secure the Fund’s borrowing.

The assets of any such Subsidiary are not available to other creditors, or to any other Subsidiary or the Fund, except

to the extent of permitted distributions made to the Fund.

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Epidemic and Pandemic Risk.

The impact of

any

infectious illness

outbreak

that may arise in the future

could

adversely affect the economies of many nations or the entire global economy, individual issuers and capital markets

in ways that cannot necessarily be foreseen. In addition, the impact of infectious illnesses in emerging market

countries may be greater due to generally less established healthcare systems. Public health crises caused by

such

outbreaks may

exacerbate other pre-existing political, social and economic risks in certain countries or globally.

Such impacts present material uncertainty and risk with respect to the Fund’s investment performance and financial

results.

For example, during the height of the COVID-19 pandemic, the share of loans in the Fund’s portfolio that were

placed in forbearance or otherwise modified increased substantially, which reduced the principal and interest

payments received by the Fund each month. Loans placed in forbearance or otherwise modified may default at

higher rates than they otherwise would have in the absence of the COVID-19 pandemic, which could adversely

affect the Fund’s performance and your investment in the Fund. Furthermore, as discussed in more detail under

“—Platform Risk,” the Fund relies on alternative lending platforms to, among other things, originate or source

alternative lending-related securities and to service loans to which the Fund has exposure.The impact of

any future

public health crisis may also heighten the other risks disclosed in this prospectus.

Asset-Backed Securities Risk.

The Fund’s investments in pass-through certificates, securitization vehicles or other

special purpose entities that hold alternative lending-related securities (collectively, “asset-backed securities”) may

involve risks that differ from or are greater than risks associated with other types of investments. The rate of

pre-payments on underlying assets will affect the price and volatility of an asset-backed security, may have the

effect of shortening or extending the effective duration of the security relative to what was anticipated at the time of

purchase, and may lower its return. The asset-backed securities in which the Fund invests are also subject to risks

associated with their structure, with the nature of the underlying assets and with the servicing of those assets; for

this reason, many of the other risks described herein are relevant to the asset-backed securities to which the Fund

has exposure. There is risk that the underlying debt securities will default and that recovery on repossessed

collateral might be unavailable or inadequate to support payments on the underlying investments. For example, the

COVID-19 pandemic has impacted, and other infectious illness outbreaks may in the future impact, loan repayment

and default rates. See “—Epidemic and Pandemic Risk.” The risks and returns for investors like the Fund in

asset-backed securities depend on the tranche in which the investor holds an interest. Many asset-backed securities

in which the Fund invests may be difficult to value and may be deemed illiquid. Asset-backed securities may have

the effect of magnifying the Fund’s exposure to changes in the value of the underlying assets and may also result in

increased volatility in the Fund’s NAV. This means the Fund may have the potential for greater gains, as well as the

potential for greater losses, than if the Fund owned the underlying asset directly. For example, any mishandling of

related documentation by a servicer may also affect the rights of the security holders in and to the underlying

collateral. The value of an investment in the Fund may be more volatile and other risks tend to be compounded if

and to the extent that the Fund is exposed to asset-backed securities. In addition, when investing in asset-backed

securities, the Fund will indirectly bear additional fees and expenses, such as trustee or administrator fees, that it

would not bear if it invested directly in the assets underlying the asset-backed securities, which may cause the

Fund’s performance to be lower than if it had invested directly in such underlying assets.

Mortgage-Backed Securities Risk.

The Fund’s investments in securitization vehicles or other special purpose

entities that hold mortgages or mortgage-backed securities may involve risks that differ from or are greater than

risks associated with other types of investments. The rate of pre-payments on underlying mortgages will affect the

price and volatility of a mortgage-backed security, and may have the effect of shortening or extending the effective

duration of the security relative to what was anticipated at the time of purchase. For example, the COVID-19

pandemic has impacted, and other infectious illness outbreaks may in the future impact, the rate of loan

modification, forbearance and other forms of relief that may extend the effective duration of a mortgage-backed

security. See “—Epidemic and Pandemic Risk.”

Generally, rising interest rates tend to extend the duration of fixed rate mortgage-related assets, making them more

sensitive to changes in interest rates. As a result, in a period of rising interest rates, the Fund may exhibit additional

volatility since individual mortgage holders are less likely to exercise prepayment options, thereby putting

additional downward pressure on the value of these securities and potentially causing the Fund to lose money. This

is known as extension risk. Mortgage-backed securities can be highly sensitive to rising interest rates, such that

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even small movements can cause the Fund to lose value. Mortgage-backed securities, and in particular those not

backed by a government guarantee, are subject to credit risk. When interest rates decline, borrowers may pay off

their mortgages sooner than expected. This can reduce the returns of the Fund because the Fund may have to

reinvest that money at the lower prevailing interest rates.

The mortgage-backed securities in which the Fund invests are also subject to risks associated with their structure

and the nature of the underlying mortgages and the servicing of those mortgages; for this reason, many of the other

risks described herein are relevant to the mortgage-backed securities to which the Fund has exposure. There is risk

that the underlying debt securities will default. In the event of default, the holder of a mortgage-backed security

may not have a security interest in the underlying collateral, and even if such a security interest exists, the recovery

on repossessed collateral might be unavailable or inadequate to support payments on the underlying investments.

During periods of deteriorating economic conditions, such as recessions or periods of rising unemployment,

delinquencies and losses generally increase, sometimes dramatically, with respect to securitizations involving

mortgage loans. The risks and returns for investors like the Fund in mortgage-backed securities depend on the

tranche in which the investor holds an interest. Many mortgage-backed securities in which the Fund invests may be

difficult to value and may be deemed illiquid. Mortgage-backed securities may have the effect of magnifying the

Fund’s exposure to changes in the value of the underlying mortgages and may also result in increased volatility in

the Fund’s NAV. This means the Fund may have the potential for greater gains, as well as the potential for greater

losses, than if the Fund owned the underlying mortgages directly. The value of an investment in the Fund may be

more volatile and other risks tend to be compounded if and to the extent that the Fund is exposed to

mortgage-backed securities. Any mishandling of related documentation by a servicer may also affect the rights of

the security holders in and to the underlying collateral.

Real Property Risk.

The Fund may gain exposure to loans collateralized or secured by, or relating to, real property,

or it may invest in equity or debt securities issued by REITs. The value of an investment in REIT securities or of the

real property underlying a loan will be subject to the risks generally incident to the ownership of improved and

unimproved real estate. Factors affecting real estate values include the supply of real property in particular markets,

overbuilding, changes in zoning laws, casualty or condemnation losses, delays in completion of construction,

changes in operations costs and property taxes, levels of occupancy, adequacy of rent to cover operating expenses,

possible environmental liabilities, regulatory limitations on rent, fluctuations in rental income, increased

competition, and other risks related to local and regional market conditions. The value of these investments also

may be affected by changes in interest rates, macroeconomic developments, and social and economic trends. For

instance, during periods of declining interest rates, mortgagors may elect to prepay, which prepayment may

diminish the yield on mortgage-backed securities.

Some borrowers may intend to use resale proceeds to repay their loans. A decline in property values could result in

a loan that is greater than the property value, which could increase the likelihood of borrower default.

The payment schedules with respect to many real estate-related loans are based on projected revenues generated by

the property over the term of the loan. These projections are based on factors such as expected vacancy rates,

expense rates and other projected income and expense figures relating to the property. The actual revenues

generated by a property could fall short of projections, due to factors such as lower-than-expected rental revenues,

or greater-than-expected vacancy rates or property management expenses. In such cases, a borrower may be unable

to repay a loan. To the extent the Fund has exposure to construction or rehabilitation/renovation loans, it may be

adversely impacted by, among other things, risks involving the timeliness of the project’s completion, the integrity

of appraisal values, whether or not the completed property can be sold for the amount anticipated and the length of

the construction and/or sale process.

A borrower’s ability to repay a loan relating to real property or the value of securities issued by a REIT that holds

real property might also be adversely affected if toxic environmental contamination were to be discovered to exist

on the property. Environmental contamination may give rise to a diminution in value of the underlying property or

may lead to liability for clean-up costs or other remedial actions. A platform or third-party servicer could be forced

to take on potential additional liabilities and responsibilities in the event of foreclosure. A platform may choose not

to foreclose on a contaminated property as the potential liability could exceed the value of the real property or the

principal balance of the related loan. The failure to perform the required remedial actions could, in some

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jurisdictions, give rise to a lien on mortgaged property to ensure the reimbursement of remedial costs, which could

decrease the value of the property that serves as collateral.

The state of law is currently unclear as to whether and under what circumstances clean-up costs, or the obligation to

take remedial actions, can be imposed on a secured lender (which may, under certain circumstances, include an

alternative lending platform or the Fund). If the Fund or a platform does become liable for cleanup costs, it may

bring an action for contribution against the current owners or operators, the owners or operators at the time of

on-site disposal activity or any other party who contributed to the environmental hazard, but these persons or

entities may be bankrupt or otherwise judgment-proof. Furthermore, an action against the borrower may be

adversely affected by the limitations on recourse in the loan documents.

REIT Risk.

In general, the value of a REIT’s shares changes in light of factors affecting the real estate industry.

See “—Real Property Risk” above. REITs are also subject to the risk of fluctuations in income from underlying

assets, poor performance by the REIT’s manager, the manager’s inability to manage cash flows generated by the

REIT’s assets, adverse local or general economic conditions, possible lack of availability of financing, changes in

interest rates, self-liquidation, adverse economic conditions, adverse changes in the tax laws, and, with regard to

certain REITs, the risk of failing to qualify for tax-free pass-through of income under the Code and/or to maintain

exempt status under the 1940 Act. If a REIT were ineligible for the favorable tax treatment afforded to REITs under

the Code, it would be subject to U.S. federal income tax, thus reducing its value. REITs also depend upon

specialized management skills, may have limited financial resources and may have limited diversification because

they invest in a limited number of properties or mortgages, a narrow geographic area or a single type of property or

mortgage. Also, the organizational documents of a REIT may contain provisions that make changes in control of the

REIT difficult and time-consuming. Finally, the equity securities of private REITs are not traded on national

securities exchanges, and are therefore generally illiquid.

In addition, different types of REITs have different risk profiles. The value of securities issued by equity REITs,

which own properties that are leased to tenants and derive income from the collection of rents, may be affected by

changes in the value of the underlying real property, fluctuations in the demand for real estate, defaults by tenants,

and decreases in market rates for rent. The value of securities issued by mortgage REITs, which invest the majority

of their assets in real estate mortgages and derive income from the collection of interest payments, may be affected

by the quality of credit extended, prepayments and defaults by borrowers, and changes in market interest rates, and

may be more susceptible to interest rate risk (see “—Interest Rate Risk” below) than equity REITs. Hybrid REITs

invest in a combination of real property and real property mortgages, and are subject to the risks associated with

both equity REITs and mortgage REITs to varying degrees depending on the relative weights of their investment in

each category.

By investing in REITs indirectly through the Fund, an investor will bear not only his or her proportionate share of

the expenses of the Fund, but also, indirectly, similar expenses of REITs. In addition, REITs depend generally on

their ability to generate cash flow to make distributions to investors.

Credit/Counterparty Risk.

The value of a debt security depends on the issuer’s credit quality or ability to pay

principal and interest when due. The securities in which the Fund may invest may have varying degrees of credit

risk and, subject to the Fundamental Investment Restrictions, which, among other things, prohibit the Fund from

investing in loans of subprime quality, the Fund is not restricted by any borrower credit criteria or credit risk

limitation. The value of a debt security is likely to fall if an issuer or the guarantor of a security is unable or

unwilling (or perceived to be unable or unwilling) to make timely principal and/or interest payments or otherwise to

honor its obligations or if the debt security’s rating is downgraded. The obligations of issuers are subject to

bankruptcy, insolvency and other laws affecting the rights and remedies of creditors. The value of a debt security

can also decline in response to other changes in market, economic, industry, political and regulatory conditions that

affect a particular type of debt security or issuer or debt securities generally, such as conditions in the alternative

lending market or a decrease in the value of collateral, if any.

Unlike other debt instruments that are rated by nationally recognized statistical rating organizations, the alternative

lending-related securities in which the Fund invests are typically unrated or rated only by the platform. The Fund

relies on the borrower’s credit information, which is provided by the platforms. However, as described under

S-15

“—Default Risk,” such information may be out of date, incomplete or inaccurate and may, therefore, not accurately

reflect the borrower’s actual creditworthiness. Although the Fund may not invest in loans of subprime quality,

certain borrowers may have had credit difficulties in the past. Platforms may not have an obligation to update

borrower information, and, therefore, the Fund may not be aware of any impairment in a borrower’s

creditworthiness subsequent to the making of a particular loan.

Not all platforms from which the Fund purchases alternative lending-related securities check borrowers’ credit

scores; for those that do, although the Fund conducts diligence on the credit scoring methodology used by such

platforms, the Fund typically does not have access to all of the data that platforms utilize to assign credit scores to

particular loans purchased by the Fund, and will not independently diligence or confirm the truthfulness of such

information or otherwise evaluate the basis for the platform’s credit score of those loans. As a result, the Fund may

make investments based on outdated, inaccurate or incomplete information. In addition, the platforms’ credit

decisions and scoring models are based on algorithms that could potentially contain programming or other errors or

prove to be ineffective or otherwise flawed. This could adversely affect pricing data and approval processes and

could cause loans to be mispriced or misclassified, which could ultimately have a negative impact on the Fund’s

performance.

Platform Risk.

As discussed in more detail in “—Default Risk” and “—Risk of Unsecured Loans,” the Fund

receives payments on whole loans or securities representing the right to receive principal and interest payments due

on loans only if the platform servicing the loans receives the borrower’s payments on such loans and passes such

payments through to the Fund. If a borrower is unable or fails to make payments on a loan for any reason, the Fund

may be greatly limited in its ability to recover any outstanding payments due, as (among other reasons) the Fund

may not have direct recourse against the borrower or may otherwise be limited in its ability to directly enforce its

rights under the loan, whether through the borrower or the platform through which such loan was originated or

sourced, the loan may be unsecured or under-collateralized and/or it may be impracticable or undesirable to

commence a legal proceeding against the defaulting borrower.

The Fund may have limited knowledge about the underlying loans and is dependent upon the platform for

information regarding such underlying loans. Although the Fund conducts diligence on the platforms, the Fund

generally does not have the ability to independently verify the information provided by the platforms, other than

payment information regarding loans and other alternative lending-related securities owned by the Fund, which the

Fund observes directly as payments are received. Some investors, including the Fund, may not review the particular

characteristics of the loans in which they invest at the time of investment, but rather negotiate in advance with

platforms the general criteria of the investments, as described above. As a result, the Fund is dependent on the

platforms’ ability to collect, verify and provide information to the Fund about each loan and borrower.

The Fund relies on the borrower’s credit information, which is provided by the platforms. However, as described

under “—Default Risk,” such information may be out of date, incomplete or inaccurate and may, therefore, not

accurately reflect the borrower’s actual creditworthiness. Platforms may not have an obligation to update borrower

information, and, therefore, the Fund may not be aware of any impairment in a borrower’s creditworthiness

subsequent to the making of a particular loan. Although the Fund conducts diligence on the credit scoring

methodology used by platforms from which the Fund purchases alternative lending-related securities, the Fund

typically does not have access to all of the data that platforms utilize to assign credit scores to particular loans

purchased by the Fund, and does not independently diligence or confirm the truthfulness of such information or

otherwise evaluate the basis for the platform’s credit score of those loans. As a result, the Fund may make

investments based on outdated, inaccurate or incomplete information. In addition, the platforms’ credit decisions

and scoring models are based on algorithms that could potentially contain programming or other errors or prove to

be ineffective or otherwise flawed. This could adversely affect loan pricing data and approval processes and could

cause loans to be mispriced or misclassified, which could ultimately have a negative impact on the Fund’s

performance.

In certain circumstances, the Fund may be dependent on a platform or loan servicer to value collateral, issue margin

calls, close out a loan by liquidating all or a portion of a borrower’s collateral or otherwise administer a loan’s

margin requirements. The Fund is subject to the risk that a platform or loan servicer will fail to sufficiently provide

such services, in which case a loan to which the Fund has exposure may be adversely impacted. The Fund is also

S-16

subject to the risk that a platform or loan servicer incorrectly prices collateral, due to factors such as incomplete

data, market instability or human error, which may result in the platform or loan servicer being unable to administer

a loan’s margin requirements or in the Fund otherwise being undercollateralized. These risks may be heightened in

the case of certain forms of collateral, such as digital assets like bitcoin or equity securities issued by operating

companies or by exchange-traded funds.

In addition, the underlying loans, in some cases, may be affected by the success of the platforms through which

they are facilitated. Therefore, disruptions in the businesses of such platforms may also negatively impact the value

of the Fund’s investments. Disruption in the business of a platform (such as the disruption caused by the COVID-19

pandemic or by the shut-down of certain regional banks in March 2023) could limit or eliminate the ability of the

Fund to invest in loans originated or sourced by that platform. During the height of the COVID-19 crisis, the

alternative lending platforms to which the Fund is exposed substantially reduced the number of loans they

originated each month. If a decrease in originations (or a similar decrease caused by a future public health or other

crisis) resumes, the Fund could face additional competition for access to platforms and alternative lending-related

securities, and could be prevented from deploying capital in a timely or efficient manner. This could force the Fund

to invest more of its assets in one or more of its other investment strategies, which may result in decreased

diversification of the Fund’s investment returns and/or other lower returns than may otherwise be available through

investments in alternative lending-related securities. The Fund may also invest in public or private equity securities

of alternative lending platforms or enter into other financial transactions, including derivative transactions, to gain

exposure to such investments. The performance of equity instruments issued by a platform or derivatives thereon

depends on the success of the platform’s business and operations. As described above, the Fund may also invest in

shares, certificates, notes or other securities representing the right to receive principal and interest payments due on

fractions of whole loans or pools of whole loans.

Platforms are for-profit businesses that, as a general matter, generate revenue by collecting fees on funded loans

from borrowers and by assessing a loan servicing fee on investors, which may be a fixed annual amount or a

percentage of the loan or amounts collected. This business could be disrupted in multiple ways; for example, a

platform could file for bankruptcy or a platform might suffer reputational harm from negative publicity about the

platform or alternative lending more generally and the loss of investor confidence in the event that a loan facilitated

through the platform is not repaid and the investor loses money on its investment. Many platforms and/or their

affiliates have incurred operating losses since their inception and may continue to incur net losses in the future,

particularly as their businesses grow and they incur additional operating expenses.

The Fund’s investments could be adversely impacted if a platform that services the Fund’s investments becomes

unable or unwilling to fulfill its obligations to do so. In order to mitigate this risk, the Fund would seek to rely on a

backup servicer provided through the platform or through an unaffiliated backup servicer. To the extent that it is not

possible to collect on defaulted loans, or to the extent borrowers prepay loans, a platform that services loans may no

longer be able to collect a servicing fee, which would negatively impact its business operations. These or other

similar negative events could adversely affect the platforms’ businesses and/or investor participation in a platform’s

marketplace and, in turn, the business of the platforms, which creates a risk of loss for the Fund’s investments in

securities issued by a platform or derivatives thereon.

Platforms may have a higher risk profile than companies engaged in lines of business with a longer, more

established operating history and such investments should be viewed as longer-term investments. Alternative

lending is relatively new and alternative lending platforms have relatively limited operating histories. They have

met with and will continue to meet with challenges, including navigating evolving regulatory and competitive

environments; increasing the number of borrowers and investors utilizing their marketplace; increasing the volume

of loans facilitated through their marketplace and transaction fees received for matching borrowers and investors

through their marketplace; entering into new markets and introducing new loan products; continuing to revise the

marketplace’s proprietary credit decisions and scoring models; continuing to develop, maintain and scale their

platforms; effectively maintaining and scaling financial and risk management controls and procedures; maintaining

the security of the platform and the confidentiality of the information provided and utilized across the platform; and

attracting, integrating and retaining an appropriate number of qualified employees. A platform may enter into

various business transactions, including mergers or acquisitions, that could require significant managerial attention,

disrupt business and adversely affect its financial results. Platforms are subject to risk of litigation and any such

S-17

litigation may be costly to defend and distracting to management. If platforms are not successful in addressing these

issues, the platforms’ businesses and their results of operations may be harmed, which may reduce the possible

available investments for the Fund or negatively impact the value of the Fund’s investments in platforms or in

alternative lending-related securities more generally. Platforms that originate loans secured with non-traditional

forms of collateral (e.g., digital assets like bitcoin or equity securities issued by operating companies or by

exchange-traded funds) may have a higher risk profile than platforms that originate loans secured with traditional

forms of collateral.

Platforms may rely on debt facilities and other forms of borrowing in order to finance many of the borrower loans

they facilitate. However, these financing sources may become unavailable after their current maturity dates or the

terms may become less favorable to the borrowing platforms. As the volume of loans that a platform facilitates

increases, the platform may need to expand its borrowing capacity on its existing debt arrangements or may need to

seek new sources of capital. The availability of such financing depends on multiple factors, some of which are

outside of the platform’s control. Platforms may also default on or breach their existing debt agreements, which

could diminish or eliminate their access to funding at all or on terms acceptable to the platforms. Such events could

cause the Fund to incur losses on its investments that are dependent upon the performance of the platforms.

Risk of Securities Issued by Platforms, Their Affiliates or Special Purpose Entities Sponsored by Platforms

or Their Affiliates.

The Fund’s investments in shares, certificates, notes or other securities issued by a platform, its

affiliates or a special purpose entity sponsored by a platform or its affiliates that represent the right to receive

principal and interest payments due on fractions of whole loans or pools of whole loans may expose the Fund to the

credit risk of the issuer. Generally, such securities are unsecured obligations of the issuer; an issuer that becomes

subject to bankruptcy proceedings may be unable to make full and timely payments on its obligations to the Fund,

even if the payments on the underlying loan or loans continue to be made timely and in full. In addition, when the

Fund owns such fractional loans or other securities, the Fund and its custodian generally do not have a contractual

relationship with, or personally identifiable information regarding, individual borrowers, so the Fund will not be

able to enforce underlying loans directly against borrowers and may not be able to appoint an alternative servicing

agent in the event that a platform or third-party servicer, as applicable, ceases to service the underlying loans.

Therefore, the Fund is more dependent on the platform and loan servicer for servicing than in the case in which the

Fund owns whole loans. Where such interests are secured, the Fund relies on the platform to perfect the Fund’s

security interest. In addition, there may be a delay between the time the Fund commits to purchase a security issued

by a platform, its affiliate or a special purpose entity sponsored by the platform or its affiliate and the issuance of

such security and, during such delay, the funds committed to such an investment will not earn interest on the

investment nor will they be available for investment in other alternative lending-related securities, which will

reduce the effective rate of return on the investment. The Fund invests primarily in whole loans, and to a lesser

extent in securities with exposure to fractional loans or other similar securities.

Equity Securities Risk.

The Fund’s investments in the equity securities of alternative lending platforms or REITs,

including common stock, preferred stock, warrants or convertible stock, are subject to equity securities risk. Equity

securities risk is the risk that the value of equity securities to which the Fund is exposed will fall due to general

market or economic conditions; overall market changes; local, regional or global political, social or economic

instability; currency, interest rate and commodity price fluctuations; perceptions regarding the industries in which

the issuers participate and the particular circumstances and performance of the issuers. Market risk can affect the

Fund’s NAV per share, which will fluctuate as the values of the Fund’s portfolio securities change.

Servicer Risk.

The Fund’s direct and indirect investments in loans originated or sourced by alternative lending

platforms are typically serviced by that platform or a third-party servicer. In the event that the servicer is unable to

service the loan, there can be no guarantee that a backup servicer will be able to assume responsibility for servicing

the loans in a timely or cost-effective manner; any resulting disruption or delay could jeopardize payments due to

the Fund in respect of its investments or increase the costs associated with the Fund’s investments. If the servicer

becomes subject to a bankruptcy or similar proceeding, there is some risk that the Fund’s investments could be

recharacterized as a secured loan from the Fund to the platform, as described more fully (with respect to the

potential bankruptcy of a platform) under “—Regulatory Risk,” which could result in uncertainty, costs and delays

from having the Fund’s investment deemed part of the bankruptcy estate of the platform, rather than an asset owned

outright by the Fund.

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Regulatory Risk.

The loan industry is highly regulated and the alternative lending-related securities in which the

Fund invests are subject to extensive rules and regulations issued by governmental authorities in each of the

jurisdictions in which the Fund invests. These authorities also may impose obligations and restrictions on the

platforms’ activities or those of other entities involved in the alternative lending process. These rules and

regulations, as well as any change thereof, could increase the Fund’s or the platforms’ expenses and/or decrease the

value of the Fund’s investments in alternative lending-related securities. As a result of ongoing economic and other

developments, changes to federal, state or local law or regulation may negatively affect the Fund’s ability to receive

payments of interest and repayments of principal on its investments.

The platforms’ failure to comply with the requirements of applicable law may cause, among other things, the

platforms to be required to register with or be licensed by governmental authorities and/or the revocation of

requisite licenses, the voiding of loan contracts, practice restrictions, impairment of the enforcement of loans or

collection of interest, indemnification liability to contract counterparties, class action lawsuits, administrative

enforcement actions and/or civil and criminal liability in the relevant jurisdiction. The evolving nature of the

platforms’ respective business models may complicate their ability to determine the applicability of, and to effect

compliance with, such requirements. Moreover, legal and regulatory requirements and any interpretations of those

requirements are subject to periodic changes. Any such failure to comply with, or change in, applicable law

necessitating new significant compliance obligations could have an adverse effect on the platforms’ compliance

costs and ability to operate. The platforms could seek to pass through any increase in their costs to their borrowers

or investors, such as the Fund, in the form of higher origination or servicing fees.

In connection with the sale and servicing of

whole loans, fractions of whole loans or pools of whole loans, the

platforms typically make representations and warranties to investors, such as the Fund, that the loans were

originated and are being serviced in accordance with and in compliance with applicable laws (and in some cases

specifically with the laws described herein) in all material respects. Despite these representations and warranties,

the Fund cannot guarantee that the platforms have been and will continue to be in compliance with all applicable

laws. If those representations and warranties were not correct, the platforms could be required to repurchase the

loans or indemnify the Fund for losses, but the Fund cannot be certain that the platform would be required and able

to repurchase loans or indemnify the Fund for losses in all such cases.

In addition to laws governing the activities of lenders and servicers, a limited number of states require purchasers of

certain loans, primarily consumer loans, to be licensed or registered in order to own the loans or, in certain states, to

collect a rate of interest above a specified rate. The Fund intends to obtain licenses if and where required in order to

pursue its investment strategy. The failure to hold a license that is required may expose the Fund to monetary

penalties, impact its ability to enforce loans and collect interest and/or principal, or subject the Fund to other

penalties or losses.

Regulators, enforcement agencies and courts are increasingly considering the role of non-bank lenders and

platforms that partner with banks. There is no guarantee that laws and regulations applicable to these parties

and

relationships

will not change in a manner that adversely affects or restricts the Fund, including the ability of the

Fund to acquire loans from the platforms,

enforce loans and collect interest and/

principal, or

otherwise restricts

or materially increases the cost to the Fund of pursuing potential investment strategies.

The 2024 U.S. presidential election resulted in significant changes in leadership among the federal agencies that

regulate consumer credit, including the Consumer Financial Protection Bureau

(“CFPB”)

, the Federal Trade

Commission, federal banking agencies and the Department of Justice. Federal consumer financial regulation is in a

period of extended transition for a variety of reasons, including

review and reconsideration of regulations

, executive

orders impacting the operations of federal agencies are being issued (with uncertainty around the scope of their

application and timing of their implementation), and reductions of personnel are occurring across federal agencies.

There is considerable uncertainty as to

future policies that the current U.S. administration may pursue in areas

impacting financial regulation and consumer protection. Many of the current administration’s executive orders are

being challenged in court, with initial requests for injunctions being granted, denied, or extended, and the ultimate

resolution of the legality of the executive orders is expected to take an extended period of time. Further, in pending

litigation challenges to rules, federal agencies have sought to suspend or dismiss the litigation in some cases, and in

other cases have not yet taken action. The outlook is similarly uncertain as to pending enforcement cases that have

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not been abandoned by the CFPB. It is also uncertain how other federal and state regulators will respond to any

changes at the CFPB, which may include increasing or decreasing enforcement activity. Increased reporting,

registration, and compliance requirements may divert the attention of personnel and the management team of the

Adviser, and may furthermore place the Fund at a competitive disadvantage to the extent that the Adviser or

companies in which the Fund invests are required to disclose sensitive business information. The Fund will be

required to bear the Fund’s expenses relating to compliance-related matters and regulatory filings, which are likely

to be material, including on a cumulative basis over the life of the Fund.

Finally, a number of judicial decisions have upheld judgments

in favor

of borrowers against lending institutions on

the basis of various evolving legal theories, collectively termed “lender liability.” Generally, lender liability is

founded on the premise that a lender has violated a duty (whether implied or contractual) of good faith, commercial

reasonableness and fair dealing, or a similar duty owed to the borrower or has assumed an excessive degree of

control over the borrower resulting in the creation of a fiduciary duty owed to the borrower or its other creditors or

shareholders. If a loan held by the Fund were found to have been made or serviced under circumstances that give

rise to lender liability, the borrower’s obligation to repay that loan could be reduced or eliminated or the Fund’s

recovery on that loan could be otherwise impaired, which would adversely impact the value of that loan.

In limited cases, courts have subordinated the loans of a senior lender to a borrower to claims of other creditors of

the borrower when the senior lender or its agents, such as a loan servicer, is found to have engaged in unfair,

inequitable or fraudulent conduct with respect to the other creditors. If a loan held by the Fund were subject to such

subordination, it would be junior in right of payment to other indebtedness of the borrower, which could adversely

impact the value of that loan.

In addition, regulatory changes applicable to the collateral securing certain loans to which the Fund may have

exposure, particularly non-traditional forms of collateral (

e.g.

, digital assets like bitcoin), may adversely impact the

value of such collateral or a platform’s or loan servicer’s ability to service such loans.

Privacy and Data Security Laws Risk.

While the Fund has adopted policies and procedures regarding the

platforms’ and custodian’s protection and use of non-public personal information, the Fund cannot guarantee the

security of that data and cannot guarantee that the platforms or other service providers have been and will continue

to comply with the U.S. Federal Gramm-Leach-Bliley Act (“GLBA”), other federal and state or foreign data

security and privacy laws and any other related regulatory requirements. Violations of GLBA and other laws could

subject the platforms or Fund to litigation and/or fines, penalties or other regulatory action, which, individually or

in the aggregate, could have an adverse effect on the platforms or the Fund. The Fund may also face regulations

related to privacy and data security in the other jurisdictions in which the Fund invests.

Securitization Risk.

The Fund seeks to sell certain whole loans, and may sell other alternative lending-related

investments, to special purpose entities, sometimes referred to as securitization vehicles, formed by third parties for

the purpose of acquiring alternative lending-related investments and issuing securities. The Fund may increase the

volume and frequency of its sales as an active and reliable secondary market continues to develop over time, and a

material portion of its performance may be dependent on such sales. If the development of this market were to slow,

stop or reverse, it may adversely impact the Fund. In connection with the sale or contribution by the Fund or its

Subsidiaries of certain of its alternative lending-related investments to any such special purpose entity, the Fund or

its Subsidiaries may be required to make certain representations about the alternative lending-related investments

sold or contributed to such special purpose entity. The Fund or its Subsidiaries also may be required to indemnify

such special purpose entity, or to repurchase the alternative lending-related investments to which such

representations relate, to the extent that any such representation is found to have been inaccurate on the date that it

was made.

Risk of Fraud.

The Fund may be subject to the risk of fraudulent activity associated with the various parties

involved in alternative lending, including the platforms, issuers, banks, borrowers and third parties handling

borrower and investor information. Prospective borrowers may materially misrepresent any of the information they

provide to the platforms, including their credit history, the existence or value of purported collateral, the purpose of

the loan, their occupation or their employment status. Platforms may not verify all of the information provided by

prospective borrowers. As discussed under “—Credit/Counterparty Risk,” the accuracy of a platform’s evaluation of

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a borrower’s creditworthiness could be significantly impaired if based on flawed information. Except where a

platform is required to repurchase loans or securities or indemnify investors, fraud may adversely affect the Fund’s

ability to receive the principal and interest payments that it expects to receive on its investments and, therefore, may

negatively impact the Fund’s performance. A platform may have the exclusive right and ability to investigate claims

of borrower identity theft, which creates a conflict of interest, as platforms may be obligated to repurchase loans

and/or indemnify investors in the case of fraud and may, therefore, have an incentive to deny or fail to investigate

properly a claim of fraud. Furthermore, there can be no guarantee that the resources, technologies or fraud

prevention measures implemented by a platform will be sufficient to accurately detect and prevent fraud.

The Fund is also subject to the risk of fraudulent activity by a platform or a backup servicer. In the event that a

platform or backup servicer engages in fraudulent activity, the pools of loans originated or sourced by the platform

or any loans serviced by the platform or backup servicer may be impaired or may not be of the quality that the Fund

anticipated, thereby increasing the risk of default in respect of such loans.

Below-Investment-Grade Securities and Unrated Securities Risk.

The Fund may have exposure, without

limitation, to investments that are rated below investment grade or that are unrated but are judged by the Adviser to

be of comparable quality. The alternative lending-related securities in which the Fund invests (or, in the case of

asset-backed securities or mortgage-backed securities, the loans that back them) typically are not rated by a

nationally recognized statistical rating organization. Although the Fund’s Fundamental Investment Restrictions do

not permit the Fund to invest in loans of subprime quality, some unrated securities purchased by the Fund may be of

credit quality comparable to securities rated below investment grade by a nationally recognized statistical rating

organization. In addition, the Fund may invest in securities that are rated below investment grade.

Below-investment-grade debt securities, which are commonly called “junk bonds,” are rated below BBB- by S&P

Global Ratings or Baa3 by Moody’s Investors Service, Inc., or have comparable ratings by another rating

organization. Accordingly, certain of the Fund’s unrated investments could constitute a highly risky and speculative

investment, similar to an investment in “junk bonds.”

Below-investment-grade investments may be subject to greater risks than other investments, including greater levels

of risk related to changes in interest rates, credit risk (including a greater risk of default) and liquidity risk. There is

a greater risk of loss associated with alternative lending-related securities and the ability of a borrower to make

principal and/or interest payments is predominantly speculative for below-investment-grade investments or unrated

investments judged by the Adviser to have a similar quality. Below-investment-grade investments or unrated

investments judged by the Adviser to be of comparable quality may be more susceptible to real or perceived

adverse economic and competitive industry or business conditions than higher-grade investments. Yields on

below-investment-grade investments will fluctuate and may, therefore, cause the Fund’s value to be more volatile.

Pursuant to the Fundamental Investment Restrictions, the Fund may not invest in loans that are of subprime quality

at the time of investment.

Interest Rate Risk.

The values of the Fund’s investments in income-producing alternative lending-related securities

(such as whole loans, other debt instruments, preferred securities and convertible securities) and debt securities

issued by REITs change in response to interest rate changes. In general, the value of a debt security is likely to fall

as interest rates rise. This risk is generally greater for obligations with longer maturities or for debt securities that do

not pay current interest. Debt securities with floating interest rates can be less sensitive to interest rate changes,

although, to the extent the Fund’s income is based on short-term interest rates that fluctuate over short periods of

time, income received by the Fund may decrease as a result of a decline in interest rates; floating rate loans can also

decrease in value if their interest rates do not rise as quickly or as much as market interest rates. Conversely,

variable rate instruments generally will not increase in value if interest rates decline. When interest rates increase or

for other reasons, debt securities may be repaid more slowly than expected. As a result, the maturity of the debt

instrument may be extended, increasing the potential for loss.

Interest rate changes can be sudden and unpredictable, and the Fund may lose money as a result. A wide variety of

factors can cause interest rates to fluctuate (e.g., central bank monetary policies, inflation rates, general economic

conditions and market developments), and debt securities may be difficult to value during such periods. The Federal

Reserve has recently increased interest rates from historically low levels in light of higher inflation and may

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continue to do so. Any additional interest rate increases in the future could have an adverse effect on prices for debt

securities, overall economic activity, the financial condition of borrowers, the supply of alternative lending-related

securities and on the management of the Fund, which could cause the value the Fund to decline.

Prepayment Risk.

In the event of a prepayment of all or a portion of the remaining unpaid principal amount of a

loan to which the Fund has investment exposure, the Fund will receive such prepayment but further interest will

cease to accrue on the prepaid portion of the loan after the date of the prepayment. If the Fund buys a security at a

premium, the premium could be lost in the event of a prepayment. In periods of falling interest rates, the rate of

prepayments (and price fluctuation) tends to increase as borrowers are incentivized to pay off debt and refinance at

new lower rates. During such periods, the Fund generally will be forced to reinvest the prepayment proceeds at

lower rates of return than the Fund expected to earn on the prepaid assets, provided that the Fund is able to identify

suitable reinvestment opportunities, which may adversely impact the Fund’s performance.

Illiquidity Risk.

To the extent consistent with the repurchase liquidity requirement of an interval fund, the Fund

may invest without limitation in illiquid investments. Illiquidity risk is the risk that the investments held by the

Fund may be difficult or impossible to sell at the time that the Fund would like without significantly changing the

market value of the investment. Alternative lending-related securities, which typically are contractually

non-transferable, are typically not listed on any securities exchange and/or are not registered under the 1933 Act,

are illiquid. Although an active, reliable secondary market for alternative lending-related securities generally does

not exist, a secondary market for certain alternative lending-related securities is developing. However, there can be

no assurance that an active market will develop or that such a market will exist for any particular security.

The Fund’s ability to realize full value in the event of the need to liquidate certain assets may be impaired and/or

result in losses to the Fund. The Fund may be unable to sell its investments, even under circumstances when the

Adviser believes it would be in the best interests of the Fund to do so. Illiquid investments may also be difficult to

value and their pricing may be more volatile than more liquid investments, which could adversely affect the price at

which the Fund is able to sell such instruments. Illiquidity risk also may be greater in times of financial stress. The

risks associated with illiquid instruments may be particularly acute in situations in which the Fund’s operations

require cash (such as in connection with repurchase offers) and could result in the Fund borrowing to meet its

short-term needs or incurring losses on the sale of illiquid instruments.

Valuation Risk.

The Fund is subject to valuation risk, which is the risk that one or more of the securities in which

the Fund invests are priced incorrectly, due to factors such as incomplete data, market instability or human error.

The Fund typically uses a third-party pricing service to value the Fund’s investments in alternative lending-related

securities, as market quotations generally are not available. The Fund’s investments may also be fair valued by the

Adviser Valuation Committee according to valuation procedures approved by the Board of Trustees. There is no

assurance that the Fund could sell a portfolio asset for the value established for it at any time and it is possible that

the Fund would incur a loss because a portfolio asset is sold at a discount to its established value. If assets are

mispriced, shareholders could lose money upon sale in connection with a periodic repurchase offer or could pay too

much for Shares purchased.

Competition, Ramp-up and Exposure Risks.

The Fund faces competition for access to platforms and alternative

lending-related securities, including from other institutional investors; such competitors may have higher risk

tolerance, greater financial or other resources and/or other advantages. If the Fund is inhibited from deploying

capital in a timely or efficient manner, it may be forced to invest in cash, cash equivalents or other assets that may

result in lower returns than may otherwise be available through investments in alternative lending-related securities.

There can be no assurances as to how long it will take the Fund to invest the net proceeds from additional sales of

Fund Shares, and the longer the period the greater the likelihood that the Fund’s performance will be adversely

affected. Pending deployment of any incremental net proceeds from Share sales, the Fund generally invests cash

held in cash deposits and cash equivalents. The Fund typically limits the sale of its securities based on the Adviser’s

assessment of its ability to invest the proceeds in an effective and timely manner.

If the Fund’s access to platforms is limited, whether due to ramp-up, termination of existing arrangements or failure

to secure arrangements with other platforms, its exposure to the risks of the platforms to which the Fund is exposed,

as discussed under “—Platform Risk,” and the risks of increased exposure to a potentially more limited pool of

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portfolio investments, may increase. Moreover, a platform may be unable to sustain its current lending model or

may change its underwriting or credit models, borrower acquisition channels, quality of debt collection procedures

and/or servicing models in ways that may make such investments unsuitable for the Fund; such changes may occur

after the Fund has already made its investments and, as most of the Fund’s alternative lending-related securities are

illiquid, the Fund may not be able to divest itself of the instruments at all or at an advantageous time or price. Even

if the Fund is exposed to a varied pool of assets, the Fund’s investment focus on alternative lending-related

securities will cause the Fund to be subject to greater overall risk than if the Fund’s exposures were less focused, as

it is exposed to events affecting the alternative lending-related industry.

Even if the Fund’s alternative lending-related securities are varied as to borrower type, geographic location, loan

purpose or other features, they may nevertheless have some similar characteristics and may, therefore, be subject to

many of the same risks and/or regulatory regimes and may respond in a similar manner to particular economic,

market, political or other developments.

Geographic Focus Risk.

A geographic focus in a particular region may expose the Fund to an increased risk of loss

due to risks associated with that region. Certain regions from time to time will experience weaker economic

conditions than others and, consequently, will likely experience higher rates of delinquency and loss than on similar

investments across the geographic regions to which the Fund is exposed. In the event that a significant portion of

the Fund’s investments relate to loans owed by borrowers resident or operating in certain specific geographic

regions, any localized economic conditions, weather events, natural or man-made disasters or other factors affecting

those regions in particular could increase delinquency and defaults on the assets to which the Fund is exposed and

could negatively impact Fund performance. Further, any focus of the Fund’s investments in one or more regions

would have a disproportionate effect on the Fund if governmental authorities in any such region took action against

any of the participants in the alternative lending industry doing business in that region.

Non-U.S. Securities Risk.

The Fund may invest in the alternative lending-related securities of non-U.S. issuers.

Such investments may involve risks not ordinarily associated with exposure to alternative lending-related securities

of U.S. issuers. The foreign alternative lending industry may be subject to less governmental supervision and

regulation than exists in the U.S.; conversely, foreign regulatory regimes applicable to the alternative lending

industry may be more complex and more restrictive than those in the U.S., resulting in higher costs associated with

such investments, and such regulatory regimes may be subject to interpretation or change without prior notice to

investors, such as the Fund. Non-U.S. platforms may not be subject to accounting, auditing and financial reporting

standards and practices comparable to those in the U.S.

The Fund’s exposure to alternative lending-related securities issued by non-U.S. issuers may be subject to

withholding and other foreign taxes, which may adversely affect the net return on such investments. As described

further under “—Currency Risk,” fluctuations in foreign currency exchange rates and exchange controls may

adversely affect the market value of the Fund’s investments in alternative lending-related securities of

non-U.S. issuers. The Fund is unlikely to be able to pass through to its shareholders foreign income tax credits in

respect of any foreign income taxes it pays.

Government Securities Risk.

The Fund may invest directly or indirectly in securities issued or guaranteed by the

U.S. government (including U.S. Treasury obligations that differ in their interest rates, maturities and times of

issuance) or its agencies and instrumentalities (such as the Government National Mortgage Association (Ginnie

Mae), the Federal National Mortgage Association (Fannie Mae) or the Federal Home Loan Mortgage Corporation

(Freddie Mac)). U.S. government securities are subject to market risk, risks related to changes in interest rates and

credit risk. Securities, such as those issued or guaranteed by Ginnie Mae or the U.S. Treasury, that are backed by

the full faith and credit of the United States are guaranteed only as to the timely payment of interest and principal

when held to maturity and the market prices for such securities will fluctuate. Notwithstanding that these securities

are backed by the full faith and credit of the United States, circumstances could arise that would prevent the

payment of interest or principal. This would result in losses to the Fund. Securities issued or guaranteed by

U.S. government related organizations, such as Fannie Mae and Freddie Mac, are not backed by the full faith and

credit of the U.S. government and no assurance can be given that the U.S. government would provide financial

support. Therefore, U.S. government-related organizations may not have the funds to meet their payment

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obligations in the future. As a result of their high credit quality and market liquidity, U.S. Government securities

generally provide a lower current return than obligations of other issuers.

Currency Risk.

The Fund’s Shares are priced in U.S. dollars and the distributions paid by the Fund are paid in

U.S. dollars. However, a portion of the Fund’s assets may be denominated in foreign (non-U.S.) currencies and

income received by the Fund from a portion of its investments may be paid in foreign currencies. Currency risk is

the risk that fluctuations in exchange rates will adversely affect the market value of the Fund’s investments.

Currency risk includes the risk that the foreign currencies in which the Fund’s investments are traded, in which the

Fund receives income or in which the Fund has taken a position, will decline in value relative to the U.S. dollar.

Currency risk also includes the risk that a currency to which the Fund has obtained exposure through hedging

declines in value relative to the currency being hedged, in which event the Fund may realize a loss both on the

hedging instrument and on the currency being hedged. Currency exchange rates can fluctuate significantly for many

reasons. Derivative transactions in foreign currencies (such as futures, forwards, options and swaps) may involve

leverage risk in addition to currency risk. In purchasing or selling local currency to fund trades denominated in that

currency, the Fund is exposed to the risk that the value of the foreign currency will increase or decrease, which may

impact the value of the Fund’s investments in foreign currencies, securities denominated in foreign currencies,

derivatives that provide exposure to foreign currencies and the Fund’s income available for distribution. Some

countries have and may continue to adopt internal economic policies that affect their currency valuations in a

manner that may be disadvantageous for U.S. investors or U.S. companies seeking to do business in those countries.

Risk of Investments in Other Pooled Investment Vehicles.

Investing in another pooled investment vehicle,

including securitization vehicles that issue asset-backed securities, including mortgage-backed securities, exposes

the Fund to all of the risks of that vehicle’s investments. The Fund bears its pro rata share of the expenses of any

such vehicle, in addition to its own expenses. The values of other pooled investment vehicles are subject to change

as the values of their respective component assets fluctuate. To the extent the Fund invests in managed pooled

investment vehicles, the performance of the Fund’s investments in such vehicles will be dependent upon the

investment and research abilities of persons other than the Adviser. The securities offered by such vehicles typically

are not registered under the securities laws because they are offered in transactions that are exempt from

registration.

Market Risk.

The value of the Fund’s investments may decline, sometimes rapidly or unpredictably, due to general

economic conditions that are not specifically related to a particular issuer or borrower, such as real or perceived

adverse economic or political conditions throughout the world, inflation, changes in interest or currency rates or

adverse investor sentiment generally. The value of the Fund’s investments also may decline because of factors that

affect a particular industry or industries. These risks may be particularly acute for the Fund, as alternative lending is

a new and evolving industry. Additionally, the Fund’s performance may be negatively impacted by current market

factors such as military conflicts abroad, global supply chain issues and inflation.

Volatility Risk.

The market value of the alternative lending-related securities to which the Fund has exposure may

increase or decrease, sometimes rapidly and unpredictably, based upon changes in an issuer’s financial condition

and/or overall market and economic conditions. Because many of the Fund’s investments may be illiquid and/or

below investment grade (or unrated, but of a similar quality), the Fund may be subject to increased volatility risk. In

addition, the Fund’s use of leverage increases the volatility of the Fund’s value.

Management and Operational Risk.

The Fund is subject to management risk because it relies on the Adviser’s

ability to achieve its investment objective. The Fund runs the risk that the Adviser’s investment techniques will fail

to produce desired results and cause the Fund to incur significant losses. The Adviser may select investments that

do not perform as anticipated by the Adviser, may choose to hedge or not to hedge positions at disadvantageous

times and may fail to use derivatives effectively.

Any imperfections, errors, or limitations in quantitative analyses and models used by the Adviser as part of its

investment process could affect the Fund’s performance.

The Fund is also subject to the risk of loss as a result of other services provided by the Adviser and other service

providers, including pricing, administrative, accounting, tax, legal, custody, transfer agency and other services.

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Operational risk includes the possibility of loss caused by inadequate procedures and controls, human error and

cyber attacks, disruptions and failures affecting, or by, a service provider.

Operational and Technology Risk.

Because the Fund depends on electronic systems maintained by the custodian

and the platforms or their affiliates or service providers to maintain records, to evidence ownership of the Fund’s

investments and to safeguard the collateral securing certain loans to which the Fund may have exposure, to

appropriately safeguard such investments and collateral, to service and administer such investments and to manage

collateral, if any, the Fund is vulnerable to the risks associated with such electronic systems, including, among

others: power loss, computer systems failures and internet, telecommunications or data network failures; operator

negligence or improper operation by, or supervision of, employees; physical and electronic loss of data or security

breaches, misappropriation and similar events; computer viruses; cyber attacks, intentional acts of vandalism and

similar events; and hurricanes, fires, floods and other natural disasters.

These potential risks may cause a decrease in the amount of loans acquired by the platforms or a loss of value of the

loans purchased through the platforms or the collateral with which such loans are secured, which may directly affect

the Fund and its ability to achieve its investment objective. The potential for security breaches may also adversely

affect the Fund due to its reputational impact on the platforms and wider effect on the alternative lending industry

as a whole.

Derivatives Risk.

The Fund may invest in a variety of derivatives, including futures contracts, forward contracts,

swaps and other exchange-traded and over-the-counter (“OTC”) derivatives contracts. The use of derivatives

involves risks that are in addition to, and potentially greater than, the risks of investing directly in securities and

other more traditional assets. Derivatives are financial contracts the value of which depends on, or is derived from,

an asset or other underlying reference. Derivatives involve the risk that changes in their value may not move as

expected relative to changes in the value of the underlying investment they are designed to track. The Fund may

invest in derivatives for investment purposes and for hedging and risk management purposes. Derivatives risk may

be more significant when derivatives are used to enhance return or as a substitute for a cash investment option,

rather than solely to hedge the risk of a position held by the Fund. See the Statement of Additional Information for

additional information of the various types and uses of derivatives in the Fund’s strategies.

OTC derivatives are not traded on exchanges or standardized; rather, banks and dealers act as principals in these

markets negotiating each transaction on an individual basis. There have been periods during which certain banks or

dealers have refused to quote prices for OTC derivatives contracts or have quoted prices with an unusually wide

spread between the price at which they are prepared to buy and the price at which they are prepared to sell. There is

no limitation on the daily price movements of OTC derivatives. Principals in the OTC derivatives markets have no

obligation to continue to make markets in the OTC derivatives traded.

The Fund may be required to provide more margin for its derivative investments during periods of market

disruptions or stress.

Derivatives also present other risks described herein, including market risk, illiquidity risk, currency risk and

credit/counterparty risk. OTC derivatives are generally highly illiquid. Many derivatives, in particular OTC

derivatives, are complex and their valuation often requires modeling and judgment, which increases the risk of

mispricing or improper valuation.

The Fund’s use of OTC derivatives exposes it to the risk that the counterparties will be unable or unwilling to make

timely settlement payments or otherwise honor their obligations. If the counterparty defaults, the Fund will still

have contractual remedies but may not be able to enforce them. The Fund may invest in derivatives with a limited

number of counterparties, and events affecting the creditworthiness of any of those counterparties may have a

pronounced effect on the Fund.

The Fund’s use of derivatives may not be effective or have the desired results. Moreover, suitable derivatives will

not be available in all circumstances. The Adviser may decide not to use derivatives to hedge or otherwise reduce

the Fund’s risk exposures, potentially resulting in losses for the Fund.

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Derivatives in which the Fund may invest may have embedded leverage (i.e., a notional value in excess of the

assets needed to establish and/or maintain the derivative position). As a result, adverse changes in the value or level

of the underlying investment may result in a loss substantially greater than the amount invested in the derivative

itself. See “Borrowing and Leverage Risk” above.

Rule 18f-4 under the 1940 Act (“Rule 18f-4”) provides for the regulation of a registered investment company’s use

of derivatives and certain related instruments. Funds that use derivatives to a limited extent, such as the Fund, are

generally required by Rule 18f-4 to limit their derivatives exposure (excluding derivatives transactions used to

hedge certain currency or interest rate risks) to 10% of their net assets and to adopt policies and procedures

reasonably designed to manage the fund’s derivatives risk. Rule 18f-4 restricts the Fund’s ability to engage in

certain derivatives transactions, which could adversely affect the value or performance of the Fund.

Subsidiary Risk.

By investing through its Subsidiaries, the Fund is exposed to the risks associated with the

Subsidiaries' investments. The investments that may be held by a Subsidiary are generally similar to those that are

permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly

by the Fund. Subsidiaries are not registered as investment companies under the 1940 Act and are not subject to all

of the investor protections of the 1940 Act, although each Subsidiary is managed pursuant to the compliance

policies and procedures of the Fund applicable to it. Changes in the laws of the United States and/or the jurisdiction

in which a Subsidiary is organized could result in the inability of the Fund and/or such Subsidiary to operate as

described in this prospectus and could adversely affect the Fund

Short Sale Risk.

The Fund may incur a loss if the market price of the asset underlying the short sale increases

between the date of the short sale and the date on which the Fund must replace the borrowed asset or otherwise

close out the transaction and such loss may exceed the initial investment. Under adverse market conditions, the

Fund may have difficulty purchasing an asset to meet its short sale delivery obligations, and may have to sell

portfolio assets to raise sufficient capital to fulfill its short sale obligations at a disadvantageous time. Entering into

short sales where the Fund does not own the underlying asset creates a form of investment leverage, which can

magnify the Fund’s exposure to changes in the value of the asset. Because the Fund may enter into short sales with

respect to assets that it does not already own, the loss to the Fund from a short sale is theoretically unlimited, as the

potential increase in the market price of the asset is unlimited. The amount of any gain will be decreased, and the

amount of any loss increased, by the amount of the premium, dividends, interest, or expenses the Fund may be

required to pay in connection with a short sale. There can be no assurance that the Fund will be able to close out a

short sales position at an advantageous time or price. To the extent that the Fund enters into short sales for hedging

purposes, there can be no guarantee that the investment will be effective; any lack of correlation between the assets

used in the short position and the exposure the Fund sought to hedge could result in losses.

Small and Mid-Capitalization Investing Risk.

The Fund may gain exposure to the securities of small

capitalization companies, mid-capitalization companies, recently organized companies or other similar commercial

enterprises and derivative instruments related to those securities. For example, the Fund may invest in equity or

debt securities of companies in or related to the alternative lending industry or may gain exposure to the borrowings

of such issuers facilitated through an alternative lending platform. The equity securities of alternative lending

platforms or other issuers in this industry that are small capitalization companies are often traded over the counter

or on regional exchanges and may not be traded in the volumes typical on a national securities exchange.

Consequently, the Fund or entities in which the Fund obtains exposure may be required to dispose of such securities

or remain in a short position over a longer (and potentially less favorable) period of time than is required to dispose

of or close out of a short position with respect to the securities of larger, more established companies. Investments

in equity or debt instruments issued by small capitalization companies may also be more difficult to value than

other types of securities because of the foregoing considerations as well as, if applicable, lower trading volumes.

Investments in companies with limited or no operating histories are more speculative and entail greater risk than do

investments in companies with an established operating record.

Tax Risk.

The Fund has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of

Chapter 1 of the

Code

and intends each year to qualify and to be eligible to be treated as such. In order to qualify

for such treatment, the Fund must derive at least 90% of its gross income each taxable year from qualifying income,

meet certain asset diversification tests at the end of each fiscal quarter, and distribute at least 90% of its investment

S-26

company taxable income for each taxable year. The Fund’s investment strategy will potentially be limited by its

intention to qualify for treatment as a RIC. The tax treatment of certain of the Fund’s investments under one or

more of the qualification or distribution tests applicable to RICs is not certain. An adverse determination or future

guidance by the

Internal Revenue Service (“

IRS

”)

or a change in law might affect the Fund’s ability to qualify for

such treatment.

If, in any year, the Fund were to fail to qualify for treatment as a RIC under the Code for any reason, and were not

able to cure such failure, the Fund would be treated as a “C corporation” under the Code and, as such, would be

subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any

distributions of net tax-exempt income and net long-term capital gains, would be taxable to shareholders as

dividends.

Repurchase Offers Risk.

As described under “Periodic Repurchase Offers” below, the Fund is an “interval fund.”

In order to provide liquidity to shareholders, the Fund, subject to applicable law, conducts quarterly repurchase

offers of the Fund’s outstanding Shares at NAV, subject to approval of the Board. In all cases such repurchase offers

will be for at least 5% and not more than 25%, of its outstanding Shares at NAV, pursuant to Rule 23c-3 under the

1940 Act. The Fund believes that these repurchase offers are generally beneficial to the Fund’s shareholders, and

repurchases generally are funded from available cash or sales of portfolio securities, which are substantially illiquid.

However, repurchase offers and the need to fund repurchase obligations may affect the ability of the Fund to be

fully invested or may force the Fund to maintain a higher percentage of its assets in liquid investments, which may

harm the Fund’s investment performance. Moreover, diminution in the size of the Fund through repurchases may

result in untimely sales of portfolio securities (with associated imputed transaction costs, which may be significant),

and may limit the ability of the Fund to participate in new investment opportunities or to achieve its investment

objective. In compliance with its procedures, the Fund, to the extent possible, holds at least 5% of net assets in cash

or other liquid assets at all times in order to meet its repurchase obligations. The Fund may accumulate cash by

holding back (i.e., not reinvesting) payments received in connection with the Fund’s investments. The Fund believes

that payments received in connection with the Fund’s investments will generate sufficient cash to meet the

maximum potential amount of the Fund’s repurchase obligations. If at any time cash and other liquid assets held by

the Fund are not sufficient to meet the Fund’s repurchase obligations, the Fund intends, if necessary, to sell

investments. Although the Fund’s investments are illiquid and the secondary market for its investments is limited,

the Fund believes that it would be able to find willing buyers for investments if such sales were ever necessary to

supplement such cash generated by payments received in connection with the Fund’s investments. Because the

Fund employs investment leverage, repurchases of Shares compound the adverse effects of leverage in a declining

market. In addition, if the Fund borrows to finance repurchases, interest on that borrowing will negatively affect

shareholders who do not tender their Shares by increasing the Fund’s expenses and reducing any net investment

income. If a repurchase offer is oversubscribed, the Fund will repurchase the Shares tendered on a pro rata basis,

and shareholders will have to wait until the next repurchase offer to make another repurchase request. As a result,

shareholders may be unable to liquidate all or a given percentage of their investment in the Fund during a particular

repurchase offer. Some shareholders, in anticipation of proration, may tender more Shares than they wish to have

repurchased in a particular quarter, thereby increasing the likelihood that proration will occur. A shareholder may be

subject to market and other risks, and the NAV of Shares tendered in a repurchase offer may decline between the

Repurchase Request Deadline and the date on which the NAV for tendered Shares is determined. In addition, the

repurchase of Shares by the Fund may be a taxable event to shareholders.

Portfolio Turnover.

A change in the securities held by the Fund is known as “portfolio turnover.

” A higher

portfolio turnover rate may indicate higher transaction costs, which can reduce the Fund’s performance, and

may result in higher taxes when Shares are held in a taxable account.

Portfolio turnover will not be a limiting

factor should the Adviser deem it advisable to purchase or sell securities.

Temporary Defensive and Interim Investments.

For temporary defensive purposes in times of adverse or

unstable market, economic or political conditions, the Fund can invest up to 100% of its assets in investments that

may be inconsistent with its principal investment strategies. Generally, the Fund would invest in money market

instruments or in other short-term U.S. or non-U.S. government securities. The Fund might also hold these types of

securities as interim investments pending the investment of proceeds from the sale of its Shares or the sale of its

S-27

portfolio securities or to meet anticipated repurchases of its Shares. To the extent the Fund invests in these

securities, it might not achieve its investment objective.

Anti-Takeover Provisions.

The Fund’s Agreement and Declaration of Trust, together with any amendments thereto,

includes provisions that could limit the ability of other entities or persons to acquire control of the Fund or convert

the Fund to open-end status.

S-28

FUND EXPENSES

The following table describes the fees and expenses you may pay if you buy and hold Shares of the Fund.

Annual Fund Operating Expenses (expenses you pay each year as a percentage of the value of your investment)
Management Fees	1.50%
Interest Payments on Borrowed Funds (1)	3.20%
Distribution and/or Service Fees (2)	0.12%
Other Expenses
Loan Servicing Fees	1.73%
Other Expenses
Recoupment	0.00%
All Other Expenses	0.88%
Total Other Expenses	2.61%
Total Annual Fund Operating Expenses	7.43%
(Fee Waiver and/or Expense Reimbursement) (3)	0.00%
Total Annual Fund Operating Expenses After (Fee Waiver/Expense Reimbursement)	7.43%

(1)

Reflects interest expenses paid on borrowings and the Fund’s use of leverage in the form of reverse repurchase agreements. “Interest

Payments on Borrowed Funds” are based on actual amounts incurred during the Fund’s prior fiscal year and are annualized.

(2)

Distribution and/or Services Fees include a 0.05% fee paid pursuant to a distribution and servicing plan adopted by the Fund, a 0.05% fee

paid pursuant to a services agreement between the Fund and the Adviser and 0.02% of intermediary fees borne by the Fund. See

“Intermediary and Servicing Arrangements.”

(3)

The Fund is responsible for its operating expenses, including its organization expenses, which are expensed as incurred and are subject to

the expense limitation agreement described below. Notwithstanding the foregoing, from April

2026

through June 30,

2027

, the Adviser

has contractually agreed to waive its management fee and/or pay or otherwise bear operating and other expenses of the Fund (including

offering expenses, but excluding brokerage and transactional expenses; borrowing and other investment-related costs and fees including

interest payments on borrowed funds, loan servicing fees, loan collection and administration fees and expenses, interest and commitment

fees; short dividend expense; acquired fund fees and expenses; taxes; litigation and indemnification expenses; judgments; and extraordinary

expenses not incurred in the ordinary course of the Fund’s business (collectively, the “Excluded Expenses”)) solely to the extent necessary to

limit the Total Annual Fund Operating Expenses, other than Excluded Expenses, to 2.30% of the average daily net assets of the Fund. The

Adviser shall be entitled to recoup in later periods expenses that the Adviser has paid or otherwise borne (whether through reduction of its

management fee or otherwise) to the extent that the expenses for the Fund (including offering expenses, but excluding Excluded Expenses)

after such recoupment do not exceed the lower of (i) the annual expense limitation rate in effect at the time of the actual

waiver/reimbursement and (ii) the annual expense limitation rate in effect at the time of the recoupment; provided, that the Adviser shall not

be permitted to recoup any such fees or expenses beyond three years from the end of the month in which such fee was reduced or such

expense was reimbursed. The expense limitation agreement may only be modified by a majority vote of the trustees who are not “interested

persons” of the Fund (as defined by 1940 Act) and the consent of the Adviser.

Example.

The following Example is intended to help you understand the various costs and expenses that you, as a

holder of Shares, would bear directly or indirectly. The Example assumes that you invest $1,000 in Shares of the

Fund for the time periods indicated. Because there are no costs to you associated with repurchases of your Shares,

your costs would be the same whether you hold your Shares or tender your Shares for repurchase at the end of the

time periods indicated. The Example also assumes that your investment has a 5% return each year, that all

dividends and distributions are reinvested at NAV, and that the Fund’s operating expenses (as described above)

remain the sameand takes into account the effect of the fee waiver and/or expense reimbursement (if any) during

the first year. The Example should not be considered a representation of the Fund’s future expenses. Although your

actual costs may be higher or lower, based on these assumptions your costs would be:

1 Year	3 Years	5 Years	10 Years
$ 73	$ 215	$ 350	$ 659

CONSOLIDATED FINANCIAL HIGHLIGHTS

The consolidated financial highlights table set forth below is intended to help you understand the Fund’s recent

financial performance. The Fund’s fiscal year ends on February 28 (or February 29 in a leap year). The consolidated

financial highlights include the accounts of Stone Ridge Alternative Lending Risk Premium Fund AU NZ Holdings

LLC, Alternative Lending Holdings Trust, Stone Ridge Alternative Lending Risk Premium Fund US Holdings I

LLC (and its subsidiaries, Alternative Lending Holdings Trust II and Stone Ridge Alternative Lending Risk

Premium Fund US Holdings IV LLC (and its subsidiary, Alternative Lending Holdings Trust VI)), Stone Ridge

Alternative Lending Risk Premium Fund US Holdings II LLC (and its subsidiaries, Alternative Lending Holdings

Trust III, Stone Ridge Alternative Lending Risk Premium Fund UK Holdings I LLC, and Stone Ridge Alternative

Lending Risk Premium Fund UK Holdings II LLC), Stone Ridge Alternative Lending Risk Premium Fund US

Holdings III LLC (and its subsidiary, Alternative Lending Holdings Trust IV), Stone Ridge Alternative Lending

Risk Premium Fund UK Holdings III LLC, Stone Ridge Alternative Lending Risk Premium Fund UK Holdings IV

LLC, PRCP-MDOF (SR), LLC and PFMP-SR II, LLC, each a Subsidiary. Information contained in the table below

under the headings “Per Share Data” and “Supplemental Data and Ratios” show the operating performance of the

Fund from the commencement of the Fund’s investment operations on May 23, 2016 through February 28,

2026

This information has been derived from the Fund’s financial statements, which have been audited by Ernst & Young

LLP, an independent registered public accounting firm, whose report, along with this information and additional

Fund performance and portfolio information, appears in the Fund’s Annual Report for the period ended

February 28,

2026

. To request the Fund’s Annual Report, please call (855) 609-3680.

	Year Ended February 28,		Year Ended February 29, 2024	Year Ended February 28,			Year Ended February 29, 2020	Year Ended February 28,		Period Ended February 28, 2017 (1)
	2026	2025	Year Ended February 29, 2024	2023	2022	2021	Year Ended February 29, 2020	2019	2018	Period Ended February 28, 2017 (1)
Per Share Data*:
Net asset value, beginning of period	$ 46.09	$ 46.40	$ 48.79	$ 51.23	$ 57.09	$ 51.10	$ 51.15	$ 51.40	$ 51.65	$ 50.00
Income from investment operations:
Net investment income (2)	7.19	6.81	7.13	7.41	6.45	5.34	6.28	6.30	5.98	4.31 (3)
Net realized and unrealized gains (losses)	(5.16 )	(5.27 )	(7.60 )	(7.31 )	5.97	2.75	(3.82 )	(3.91 )	(2.75 )	0.44 (4)
Total from investment operations	2.03	1.54 (5)	(0.47 )	0.10 (5)	12.42 (5)	8.09	2.46	2.39	3.23	4.75
Less distributions to shareholders:
Distributions from net investment income	(1.99 )	–	–	(2.54 )	(7.52 )	(2.10 )	(2.51 )	(2.64 )	(3.48 )	(2.91 )
Distributions from net realized gains	–	–	–	–	(10.76 )	–	–	–	–	(0.19 )
Tax return of capital distributions	–	(1.85 )	(1.92 )	–	–	–	–	–	–	–
Total distributions	(1.99 )	(1.85 )	(1.92 )	(2.54 )	(18.28 )	(2.10 )	(2.51 )	(2.64 )	(3.48 )	(3.10 )
Net asset value, end of period	$ 46.13	$ 46.09	$ 46.40	$ 48.79	$ 51.23	$ 57.09	$ 51.10	$ 51.15	$ 51.40	$ 51.65
Total return (6)	4.52 %	3.40 %	-0.99 %	0.16 %	24.15 % (7)	16.43 % (7)	4.94 %	4.77 %	6.49 %	9.64 % (8)(9)(10)
Supplemental Data and Ratios:
Net assets, end of period (000s)	$ 1,420,993	$ 1,748,806	$ 1,894,532	$ 2,177,455	$ 2,309,392	$ 2,291,683	$ 3,022,806	$ 3,662,180	$ 3,166,897	$ 2,002,648
Ratio of expenses to average net assets (before expense reimbursement/recoupment) (11)(15)	7.43 %	6.63 %	6.83 %	5.05 %	4.00 %	4.07 %	4.95 %	4.91 %	4.80 %	4.55 % (12)
Ratio of expenses to average net assets (after expense reimbursement/recoupment) (11)(15)	7.43 %	6.63 %	6.83 %	5.06 %	4.02 %	4.04 %	5.01 %	4.99 %	4.81 %	4.17 % (12)
Ratio of net investment income to average net assets (before expense reimbursement/recoupment) (11)(16)	15.62 %	14.79 %	14.99 %	14.79 %	11.91 %	10.49 %	12.38 %	12.38 %	11.67 %	9.94 % (12)(13)

	Year Ended February 28,		Year Ended February 29, 2024	Year Ended February 28,			Year Ended February 29, 2020	Year Ended February 28,		Period Ended February 28, 2017 (1)
	2026	2025	Year Ended February 29, 2024	2023	2022	2021	Year Ended February 29, 2020	2019	2018	Period Ended February 28, 2017 (1)
Ratio of net investment income to average net assets (after expense reimbursement/recoupment) (11)(16)	15.62 %	14.79 %	14.99 %	14.78 %	11.89 %	10.52 %	12.32 %	12.30 %	11.66 %	10.32 % (12)(13)
Portfolio turnover rate	52.62 %	59.36 %	53.07 %	58.21 %	77.89 %	23.37 %	45.59 %	62.26 %	101.77 %	54.11 % (8)
Senior security, end of period (000's)	$ 480,000	$ 750,000	$ 675,000	$ 880,000	$ 645,000	$ 650,047	$ 1,130,000	$ 1,390,000	$ 1,170,000	$ 720,000
Asset coverage, per $1,000 of senior security principal amount (14)	$ 3,960	$ 3,332	$ 3,807	$ 3,474	$ 4,580	$ 4,525	$ 3,675	$ 3,635	$ 3,707	$ 3,781
Asset coverage ratio of senior security (14)	396 %	333 %	381 %	347 %	458 %	453 %	368 %	363 %	371 %	378 %

(1)

The Fund commenced operations on May 23, 2016.

(2)

Net investment income per share has been calculated based on average shares outstanding during the period.

(3)

For the period ended February 28, 2017, $0.14 of the Fund’s net investment income consists of rebate income that is not anticipated to be

recurring. Excluding this item, net investment income would have been $0.72.

(4)

Due to timing of sales of capital shares, the net realized and unrealized gains (losses) per share does not correlate with the Fund’s net

realized and unrealized gains for the period.

(5)

Includes increase in payments by affiliates of less than $0.01.

(6)

Total return represents the rate that an investor would have earned (or lost) on an investment in the Fund during the year (assuming the

reinvestment of all

distributions).

(7)

As a result of equity returns relating to initial public offerings by platforms, the Fund’s performance was unusually strong for the period

shown and should not be extrapolated for future periods.

(8)

Not annualized.

(9)

For the period since the Fund’s public launch date on June 1, 2016, the Fund’s total return for the period ended February 28, 2017 was

9.53%.

(10)

As a result of certain economic incentives received from platforms that may not be available in the future, the Fund’s performance was

unusually strong for the period shown and should not be extrapolated for future periods.

(11)

Includes borrowing and investment-related expenses not covered by the Fund’s expense limitation agreement.

(12)

Annualized.

(13)

Due to its non-recurring nature, rebate income was not annualized in this calculation. In the absence of rebate income, the ratio of net

investment income to average net assets before and after expense reimbursement was 8.62% and 9.00%, respectively.

(14)

Represents value of total assets less all liabilities not represented by senior securities at the end of the period divided by senior security

principal outstanding at the end of the period.

(15)

Does not include underlying funds’ expenses.

(16)

Does not include underlying funds’ net investment income.

Effective August 28, 2020, the Fund completed a 1:5 reverse stock split. Share amounts for all periods through February 28, 2021 have been

adjusted to give effect to the 1:5 reverse stock split.

THE FUND

The Stone Ridge Alternative Lending Risk Premium Fund (the “Fund”) is a closed-end management investment

company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund was

organized as a Delaware statutory trust on November 4, 2015, pursuant to a Certificate of Trust. The Fund’s

principal office is located at One Vanderbilt Avenue, 65th Floor, New York, New York 10017.

USE OF PROCEEDS

The Fund will invest the proceeds of the offering of shares (“Shares”) in accordance with its investment objective

and policies as stated below. It is currently anticipated that the Fund will be able to invest all or substantially all of

the net proceeds according to its investment objective and policies approximately one month after receipt of the

proceeds, depending on the amount and timing of proceeds available to the Fund as well as the availability of

investments consistent with the Fund’s investment objective and strategies. Pending investment of the net proceeds,

the Fund will invest in high-quality, short-term debt securities, cash and/or cash equivalents.

INVESTMENT OBJECTIVE, STRATEGIES, POLICIES AND RISKS

When used in this prospectus, the term “invest” includes both direct investing and indirect investing and the term

“investments” includes both direct investments and indirect investments. For example, the Fund invests indirectly

by investing in derivatives or through its wholly-owned and controlled subsidiaries (each, a “Subsidiary”). The

Fund may be exposed to the different types of investments described below through its investments in its

Subsidiaries. The allocation of the Fund’s portfolio in a Subsidiary will vary over time and might not always

include all of the different types of investments described herein.

Investment Objective

The Fund’s investment objective is to achieve total return and current income. There can be no assurance that the

Fund will achieve its investment objective.

Principal Investment Policies

Stone Ridge believes that investing should involve a long-term view and a systematic focus on sources of expected