Overview
- Headquarters
- Stamford, CT
- Average Client Assets
- $38.4 million
- Minimum Account Size
- $25,000,000
- SEC CRD Number
- 132311
Fee Structure
Primary Fee Schedule (BASSO CAPITAL MANAGEMENT, L.P. FORM ADV PART 2A)
| Min | Max | Marginal Fee Rate |
|---|---|---|
| $0 | $2,000,000 | 1.00% |
| $2,000,001 | $5,000,000 | 0.80% |
| $5,000,001 | $10,000,000 | 0.70% |
| $10,000,001 | $20,000,000 | 0.60% |
| $20,000,001 | $50,000,000 | 0.50% |
| $50,000,001 | $250,000,000 | 0.40% |
| $250,000,001 | and above | Negotiable |
Illustrative Fee Rates
| Total Assets | Annual Fees | Average Fee Rate |
|---|---|---|
| $1 million | Below minimum client size | |
| $5 million | Below minimum client size | |
| $10 million | Below minimum client size | |
| $50 million | $289,000 | 0.58% |
| $100 million | $489,000 | 0.49% |
Clients
- HNW Share of Firm Assets
- 99.06%
- Total Client Accounts
- 115
- Discretionary Accounts
- 111
- Non-Discretionary Accounts
- 4
Services Offered
Services: Portfolio Management for Individuals, Portfolio Management for Pooled Investment Vehicles
Regulatory Filings
Additional Brochure: BASSO CAPITAL MANAGEMENT, L.P. FORM ADV PART 2A (2026-03-27)
View Document Text
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM ADV PART 2A: FIRM BROCHURE
BASSO CAPITAL MANAGEMENT, L.P.
1266 EAST MAIN STREET
STAMFORD, CT 06902
(203) 352-6100
LEGALNOTICES@BASSOCAP.COM
March 27, 2026
This brochure provides information about the qualifications and business practices of Basso
Capital Management, L.P. (“Basso” or “the firm”), an investment adviser registered with the
United States Securities and Exchange Commission (“SEC”). If you have any questions about
the contents of this brochure, please contact us by telephone at (203) 352-6100 or by email at
legalnotices@bassocap.com. The information in this brochure has not been approved or
verified by the SEC or by any state securities authority.
Registration with the SEC does not imply a certain level of skill or training.
information about Basso
is also available on
the SEC’s website at
Additional
www.adviserinfo.sec.gov.
ITEM 2: MATERIAL CHANGES
Basso’s 2025 annual amendment on Part 2A of Form ADV was filed on March 21, 2025 and an
other-than-annual amendment was filed on April 11, 2025. There have been no material changes
to Basso’s business between April 11, 2025 and today’s date.
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ITEM 3: TABLE OF CONTENTS
Page
Item 2: Material Changes ............................................................................................................. ii
Item 4: Advisory Business ............................................................................................................ 1
Item 5: Fees and Compensation .................................................................................................. 2
Item 6: Performance-Based Fees and Side-By-Side Management ................................................. 3
Item 7: Types of Clients ............................................................................................................... 3
Item 8: Methods of Analysis, Investment Strategies and Risk of Loss ............................................ 4
Item 9: Disciplinary Information .................................................................................................. 7
Item 10: Other Financial Industry Activities and Affiliations .......................................................... 7
Item 11: Code of Ethics, Participation or Interest in Client Transactions
and Personal Trading ..................................................................................................... 8
Item 12: Brokerage Practices ....................................................................................................... 9
Item 13: Review of Accounts ...................................................................................................... 10
Item 14: Client Referrals and Other Compensation ..................................................................... 11
Item 15: Custody ....................................................................................................................... 11
Item 16: Investment Discretion .................................................................................................. 11
Item 17: Voting Client Securities ................................................................................................. 11
Item 18: Financial Information .................................................................................................... 12
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ITEM 4: ADVISORY BUSINESS
General Description of Basso and its Advisory Services and Strategy
Basso Capital Management, L.P. is a SEC-registered investment adviser formed as a Delaware
limited partnership with its principal place of business in Stamford, Connecticut. Basso (and its affiliated
management entities) is owned by its Founding Managing Partner and Chief Executive Officer Dwight
Nelson, who joined the firm in 1999. In its more than 30 years of operations (including those of its
predecessor), the firm has provided investment advisory services to family offices and high net worth
individuals, private investment funds, “funds of one”, registered investment companies (mutual funds) and
Undertakings for Collective Investments in Transferable Securities (UCITS).
The firm currently focuses on providing discretionary and non-discretionary advisory services to
family offices and high net worth and other individuals, who are collectively referred to as client accounts
(“Client Accounts”). The larger Client Accounts may hold a wide range of investments, including, among
others, domestic, international-developed and emerging-market public and privately-traded common and
preferred stock, options, investment-grade bonds, below-investment grade bonds, sovereign (U.S. and non-
U.S) government bonds, mutual funds, exchange traded funds (“ETFs”), derivatives, futures, digital assets
and interests in open-ended and closed-ended private investment vehicles, illiquid and/or private
investment vehicles and other investments (including real estate and private debt). The smaller Client
Accounts are primarily invested in ETFs and mutual funds. Investment mandates are discussed with Client
Account holders to determine their risk and portfolio objectives, wealth management needs and asset
allocation plan. The firm also provides non-discretionary advisory services from time-to-time to its larger
Client Accounts when they seek Basso’s guidance or when Basso is aware of particular investment
opportunities that may be of interest to these clients.
Basso manages a private investment fund, Basso Select Co-Invest Program LP (“Basso Select”),
that invests primarily in private equity and debt.
Basso is also a sub-adviser to a portion of a multi-manager fund. The investment strategy for this
client (the “Sub-advised Account”) focuses on the highly-liquid portion of the global fixed income market.
Similarly, the firm advises a proprietary-money-only account (“Basso Omni”) that is primarily traded
pursuant to that same fixed income strategy.
In this brochure Basso discusses certain conflicts of interest that may arise in its management of the
Client Accounts, Basso Select, the Sub-advised Account and Basso Omni (collectively, the “Investment
Vehicles”) and the firm’s policies and procedures designed to detect and address these conflicts. For
information about the firm’s advisory and sub-advisory services, please contact ir@bassocap.com.
Investment Discretion and Mandate
Basso manages each of the Investment Vehicles with broad discretion, subject to the following.
Client Account holders prepare an investment policy statement with Basso that sets out any risk
parameters and asset-percentage ranges they wish Basso to follow when it exercises its otherwise broad
discretion.
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No Wrap Fee Programs
Basso does not participate in wrap fee programs and does not manage wrap fee accounts.
Assets Under Management
As of March 1, 2026, Basso had discretionary management authority over $960,076,830 in net client
assets and provided non-discretionary management services to $1,598,000,000 in net client assets.
ITEM 5: FEES AND COMPENSATION
Advisory Fees and Performance-Based Compensation
Client Accounts are typically charged a quarterly advisory fee, payable in advance, based on their
account balances. Basso does not currently anticipate charging the Client Accounts performance-based
fees. The generally applicable Client Account fee schedule is as follows, but Basso does negotiate different
fee rates with certain investors:
Account NAV (rounded)
First $2,000,000
The next $2,999,999
The next $4,999,999
The next $9,999,999
The next $29,999,999
The next $199,999,999
Above $250,000,000
Annual Fee Rate
1 percent
.8 percent
.7 percent
.6 percent
.5 percent
.4 percent
Negotiable
If a Client Account is terminated before the end of a given quarterly advisory fee period, Basso will
refund a pro-rated portion of the fee based on the number of days remaining in that quarter. Client
Accounts may, at their discretion, compensate the firm for its provision of non-discretionary services.
Basso Select investors are charged an annual management fee and Basso may receive a carried
interest for managing this fund, each as more fully described in the fund’s Confidential Private Placement
Memorandum (the “Basso Select PPM”). The Sub-advised Account is charged performance-based
compensation, as agreed in the Sub-advisory Agreement. The Sub-advised account is not open to
additional investors.
Basso Omni is not charged fees and is not open to additional investors.
Basso does not act as a broker-dealer, nor does it receive compensation for any broker-dealer
activities. In addition, neither Basso nor any of its supervised persons accepts compensation that is solely
transactional in nature, such as in connection with the sale of investment products or securities.
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Expenses
i)
The Client Accounts pay:
•
Investment expenses such as brokerage commissions and other transaction charges;
interest on margin accounts and other indebtedness; taxes and other governmental charges;
custodial fees and expenses, clearing fees, reporting (including certain regulatory reporting)
fees and other similar investment fees and expenses incurred in connection with reporting,
trading and maintenance of positions; legal fees in reviewing and negotiating trading
documentation (“Investment Expenses”);
• Fees and expenses charged by the mutual funds, ETFs and similar entities that the Client
•
Accounts may be invested in; and
Indemnification payments, if applicable.
ii)
Basso Select investors pay a range of expenses, as described more fully in the Basso Select
PPM: these include brokerage, banking, legal and regulatory, administration, third party
management and performance-based, consultant, special purpose vehicle, organizational
and other fees, as well as indemnification payments, if applicable.
iii)
The Sub-advised Account pays expenses as agreed in the Sub-advisory Agreement.
iv)
Basso Omni pays all of its own expenses, including its Investment Expenses.
v)
Family offices receiving non-discretionary advisory services are fully responsible for their
own expenses.
None of the Investment Vehicles directly pays any of Basso’s internal expenses, such as office rent
and overhead, or employee salaries and health care.
ITEM 6: PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
As described in Item 5 above, the Sub-advised Account is the only Investment Vehicle charged a
performance fee. Basso Omni and the Sub-advised Account are managed pursuant to the same investment
strategy and have agreed with Basso to an allocation methodology that distributes opportunities fairly and in
accordance with regulatory requirements. No other Investment Vehicles share an investment strategy,
thereby eliminating potential conflicts brought by their differing fee structures.
ITEM 7: TYPES OF CLIENTS
The Client Accounts are established by family offices and high net worth and other individuals.
These investors may also include their associated trusts, estates, charitable organizations, family
partnerships, foundations and business entities. Basso Select investors are expected to include most of
these same types of individuals and entities.
The Sub-advised Account represents a portion of a multi-manager, pooled investment vehicle. This
vehicle is advised by an SEC registered investment adviser unaffiliated with Basso.
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Basso Omni is a proprietary-money-only fund holding a portion of the family assets of a Basso
partner.
ITEM 8: METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
Client Account Investment Strategy
Basso works with each Client Account to determine their risk and portfolio objectives and wealth
management needs. Based on these objectives and needs, the firm develops an asset allocation plan that
selects from the asset types identified above in Item 4, including, among others, domestic and foreign
equities and bonds, mutual funds and ETFs, and, in some cases, less liquid private investment vehicles,
equity and debt. The allocations among these varying asset types reflect the client’s risk profile and
investment time horizon, among other factors.
Basso Select Investment Strategy
Basso Select will be primarily invested in private equity and debt instruments. Investments will be
sourced directly from companies needing funding and indirectly through platforms that facilitate co-
investments.
Sub-advised Account Investment Strategy
Basso’s trading for the Sub-advised Account focuses on the highly liquid portion of the global fixed
income market. Corporate, quasi-government and convertible securities are included in the account’s
portfolio. The Sub-advisory Agreement provides additional details as to the trading strategy employed.
Basso Omni Investment Strategy
Basso Omni is primarily managed through the same fixed-income strategy used for the Sub-advised
Account. Equities and special situation securities make up the balance of Basso Omni’s portfolio.
Overview of Risks Factors
The following is a discussion of some of the material risks associated with investments in the
Investment Vehicles. Investors should understand that investing in securities and other instruments
involves risks of loss clients should be prepared to bear – these losses may involve all or substantially all of
the assets invested. Investors should have the sophistication, financial ability and willingness to bear such
losses. Past performance of the Investment Vehicles is not a predictor of their respective future
performances. No guarantee or representation is made that Basso’s investment program will be successful
or that an investor’s goals will be achieved.
General Investment and Trading Risks. All investments present a risk of loss of capital. Volatile
financial markets increase that risk. If Basso’s evaluation of an investment opportunity should prove
incorrect, a client could experience losses. The firm’s investment program may use leverage, margin
transactions, put and call options and other derivatives, and short sales, which instruments can involve
substantial volatility and can, in certain circumstances, substantially increase the adverse impact to which
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an investor may be subject. The risk management techniques that may be used by the firm do not provide
any assurance that an investor will not be exposed to the risk of significant investment losses.
Market Risks in General. Each of the Investment Vehicles has investment strategies that are subject
to some dimension of market risk: directional price movements, deviations from historical pricing
relationships, changes in the regulatory environment, changes in interest rates, changes in market volatility,
changes in the liquidity of certain positions or categories thereof, flights to quality, credit squeezes and
other market conditions. Investment strategies, particularly those that have involved the use of leverage or
illiquid securities, may from time to time incur sudden and dramatic losses arising from market risk and
other factors. There can be no assurance that the Investment Vehicles will not sustain a sudden, dramatic -
and potentially total - loss.
Volatility of Prices – Stagnant Markets. The instruments traded by the Investment Vehicles have
been subject to periods of high and low price volatility in the past, and such periods can be expected to
recur, impacting the returns of such instruments. Price movements are influenced by many difficult-to-
predict factors, such as market sentiment, inflation rates, interest rate movements and general economic
and political conditions. Volatility, and its opposite, stagnant markets, can bring losses.
Counterparty Risk. Disruption in the markets and negative perceptions about the short-term and
long-term financial stability of the third parties with which the Investment Vehicles may do business,
including brokerage firms, custodians and banks, could have a substantial negative affect on the
performance of a client’s portfolio. A default or bankruptcy by any one of these third parties could result in
substantial losses, and there may be practical or logistical problems associated with enforcing the
Investment Vehicles’ rights to their assets in the case of an insolvency of any such party.
Liquidity Risk. Liquidity risk exists when certain instruments are difficult to purchase or sell. This
can result from market developments or a relatively small security issuance, and when non-publicly-traded
securities are purchased. A portfolio’s returns may be negatively impacted by a lack of liquidity if
transactions cannot be made at advantageous times.
Reliance on Basso and Key Persons. Each of the Investment Vehicles is largely dependent upon the
services of their respective portfolio managers. Should the services of the relevant manager no longer be
available, their respective strategies may incur possibly significant losses.
Equity Securities. Some of the Investment Vehicles will be invested in equity and equity-related
securities. Equity securities fluctuate in value in response to many factors, including the activities, results
of operations and financial condition of individual companies, the business market in which individual
companies compete, the relative size of the companies, industry market conditions, interest rates and
general economic environments. In addition, events such as epidemics, pandemics, political instability,
terrorism and natural disasters are usually unforeseeable and can contribute to market volatility in ways
that may adversely affect a client’s positions.
Private Securities. Some of the Investment Vehicles will be invested in private equity and private
debt, which are instruments that are not publicly traded. These investments bring a wide range of risks,
including that they are typically issued by early-stage companies with a possibly very limited history, and for
whom the level of disclosure is not as stringent as for public companies. Private companies frequently have
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less oversight from independent directors and regulatory agencies and may have less-seasoned
management teams. In addition, in the absence of a public market, it is frequently more difficult to
determine the correct purchase price of these investments and to obtain liquidity or other exit options.
Fixed Income Securities Generally. The Investment Vehicles will be invested in bonds and other
fixed income securities of U.S. and non-U.S. issuers, including, without limitation, bonds, notes and
debentures issued by global companies, and debt securities issued or guaranteed by a sovereign
government or one of its agencies or instrumentalities. Fixed income securities pay fixed, variable or
floating rates of interest. The value of fixed income securities will change in response to fluctuations in
interest rates, investor and market perceptions of the issuing company and market liquidity.
“High Yield” Securities. The Investment Vehicles may be invested in “higher yielding”, typically
higher risk, fixed income securities. Such securities are generally considered to be below “investment
grade” and face ongoing uncertainties and exposure to adverse business, financial or economic conditions
which could lead to the issuer’s inability to make timely interest and principal payments. In certain periods
there may be little or no liquidity in markets for these securities. It is also likely that a major economic
recession or financial crisis could have a materially adverse impact on the value of such securities. High
yield securities have historically experienced greater default rates than investment grade securities. The
markets for high yield securities tend to be more volatile, less liquid and less active than those for higher-
rated securities, which can adversely affect the price at which these securities can be sold and may make it
impractical or impossible to sell such securities at times of market dislocation.
Convertible Securities. The Investment Vehicles may be invested in convertible securities,
particularly convertible debt. The market value of convertible debt, as with all fixed income securities,
tends to decline as interest rates increase and, conversely, tends to increase as interest rates decline.
Convertible securities are also, at certain times, impacted to lesser or greater degrees by movements in the
prices of the equities into which the securities convert. This adds further complication to investing in,
hedging and valuing convertible securities.
Foreign Investments and Currency Risks. The Investment Vehicles may be invested in non-U.S.
securities and other instruments denominated in non-U.S. currencies and/or traded outside the U.S., as
well as securities and other instruments of companies having substantial profits and/or revenues generated
in non-U.S. currencies. Such transactions require consideration of certain risks not typically associated
with trading in U.S. securities or other instruments. These risks include unfavorable currency exchange rate
developments, restrictions on repatriation of investment income and capital, imposition of exchange
control regulation by the U.S. or foreign governments and confiscatory taxation and economic or political
instability in foreign nations. In addition, there may be less publicly available information about certain non-
U.S. companies than would be the case for comparable companies in the U.S., and certain non-U.S.
companies may not be subject to accounting, auditing and financial reporting standards and requirements
comparable to or as uniform as those of U.S. companies.
Basso may attempt to hedge currency risks presented by foreign securities. This hedging is typically
accomplished through the use of forward contracts or other instruments. Currency exchange rates can be
volatile, particularly during times of political or economic unrest or as a result of actions taken by central
banks.
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Derivative Instruments. The Investment Vehicles may be invested in derivatives such as options and
futures, including those relating to foreign currency transactions. Losses in a portfolio from investments in
derivative instruments can result from the potential illiquidity of the markets for derivative instruments, the
failure of a counterparty to fulfill its contractual obligations, the portfolio receiving cash collateral under the
transactions and some or all of that collateral being invested in the market, or the risks arising from margin
posting requirements and related leverage factors associated with such transactions. In addition, many
jurisdictions continue to review practices and regulations relating to the use of derivatives or similar
instruments. Regulatory actions following these reviews could make such instruments more costly, limiting
their availability or otherwise adversely affecting their value or performance.
ETFs. The Investment Vehicles may be invested in ETFs. ETFs are generally structured to replicate
the price and yield performance of an underlying market index or sector. ETF shares are traded on stock
exchanges and markets at open market prices that generally track the net asset value per share of the ETF.
An exchange traded sector fund may be adversely affected by the performance of the specific sector or
group of industries on which it is based. Although index-based ETFs are designed to provide investment
results that generally correspond to the price and yield performance of their respective underlying indices,
ETFs may not be able to replicate exactly the performance of the indices because of their expenses and
other factors. ETF shares may trade at either a discount or premium to their underlying net asset value.
Investors in ETFs also directly bear the costs associated with their payment of investment management fees
and fees for administrative, custodial or other services and thus the Client Accounts will indirectly incur
these additional layers of fees and expenses.
Financing Arrangement - Availability of Credit. The Investment Vehicles may use leverage, the level
of which will vary on an ongoing basis in relation to their available capital and investment opportunities.
Leverage levels may be significant at times. There can be no assurance that the Investment Vehicles will be
able to maintain adequate financing arrangements under all market circumstances. Portfolio financing may
not be available on advantageous terms, if at all, for certain investment assets. As a general matter, the
banks and dealers that provide financing can apply essentially discretionary margin, collateral discount,
financing, security and collateral valuation policies - all with the potential to negatively impact investment
returns.
Changing Interest Rates. The Investment Vehicles that employ leverage will pay interest on amounts
financed with prime brokers and other custodians. An increase in interest rates would increase their
respective interest expenses and reduce the spread between the returns on leveraged investments and the
related borrowing costs. Fluctuations in interest rates, if significant, could materially and adversely affect
operations and performance.
ITEM 9: DISCIPLINARY INFORMATION
There have been no legal or disciplinary actions that are material to a client’s or prospective client’s
evaluation of Basso’s advisory business.
ITEM 10: OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
Basso GP, LLC, a Delaware limited liability company, serves as Basso’s general partner. Basso
Management, LLC, also a Delaware limited liability company, serves as Basso Select’s managing member.
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Basso has delegated certain discretionary sub-advisory authority to Basso Associates UK Limited
(“BAUK”), a wholly-owned Basso subsidiary. That authority is currently only exercised on behalf of Basso
Omni. BAUK is authorized and regulated by the United Kingdom’s financial services regulator, the Financial
Conduct Authority. BAUK personnel are subject to Basso’s policies and procedures as set out in the Basso
Compliance Manual and Code of Ethics as well as those set out in the BAUK Financial Conduct Authority
Compliance Manual.
ITEM 11: CODE OF ETHICS, PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS AND PERSONAL
TRADING
Code of Ethics
Basso is an SEC-registered adviser and has adopted a Code of Ethics (“Code”) pursuant to Rule
204A-1 under the Investment Advisers Act of 1940, as amended (“Advisers Act”), that is built on the
principle that the firm owes a fiduciary duty to its clients. The Code and related compliance procedures in
place at the firm seek to prevent activities that run, or appear to run, contrary to the best interests of the
Investment Vehicles. Some of the underlying principles of the Code include the obligation to act with
integrity, competence and respect in all work matters, to place the interests of the firm and its clients above
personal interests, to avoid actual or potential conflicts of interest and to uphold the rules governing capital
markets. All principals and employees of the firm must confirm that they understand the Code and agree to
comply with it both upon initial employment and through an annual certification.
The Code also contains policies and procedures designed to ensure that insider trading is not
engaged in. Insider trading is generally understood to be trading on the basis of material non-public
information. The Code addresses the principal elements of insider trading, including materiality, and the
procedures for personnel to follow when they come into possession of material non-public information.
Maintenance of the firm’s restricted list is a central component of the firm’s insider trading procedures, and
neither the Investment Vehicles nor the personal trading accounts of Basso personnel may (with very
limited exception) trade in securities contained on the restricted list.
To augment the Code, Basso personnel receive training or compliance reminders in a number of
areas. These typically cover such topics as insider trading, market manipulation, regulations that govern
trading and anti-money laundering prohibitions. Conflicts of interest that can impact the firm and the Fund,
such as those arising from the giving and receipt of gifts to and from business partners, and the making of
political contributions, are also discussed and the subject of specific compliance procedures.
Investors or prospective investors may obtain a copy of the Code by making a written request to
Basso Capital Management, L.P., Attention: Chief Compliance Officer, 1266 East Main St., 4th Floor,
Stamford, CT 06902.
Conflicts of Interest
Basso is subject to certain conflicts of interest, beyond those discussed above, that may impact its
clients and investors. Primarily, these conflicts concern other business activities that the firm’s personnel
may engage in that may create time and resource competition with management of the Investment
Vehicles. While the firm’s personnel devote a significant amount of time to their Investment Vehicle
management responsibilities, these personnel are required to devote only such time and attention to the
8
business and affairs of each as they determine to be necessary or advisable. Mr. Nelson is currently
involved in other business ventures and may organize or become involved in other business ventures in the
future. The Investment Vehicles will not share in the risks or rewards of these other ventures.
ITEM 12: BROKERAGE PRACTICES
Selection of Broker-Dealers
Basso maintains a large number of brokerage and custody arrangements with banks and other
established financial institutions. The selection of brokers to execute securities transactions for the
Investment Vehicles is guided by the primary goal of obtaining “best execution” for clients. In determining
whether they are receiving best execution from specific counterparties, and in circumstances where
execution may be obtained from more than one broker or dealer, Basso evaluates such factors as price
(including commissions and spreads), quality of investment research, broker reputation, trade execution
and liquidity provision capabilities, market knowledge and the other services provided by the broker. Best
execution does not always mean getting the lowest possible price for a particular trade.
Basso currently uses multiple electronic communications networks for securities trading. In
selecting these networks, the firm considered such factors as their ease of use, speed and routing of trades,
trade execution and fullness of market price disclosure.
Basso does not currently generate or receive “soft dollar” commissions from any of the brokers or
electronic communications networks it trades with. The firm does receive research from brokers but does
not pay for that research.
Directed Brokerage
Directed brokerage is the practice of allowing a client to specify the broker-dealers to be used by
Basso when it executes that client’s transactions. As noted, the firm considers numerous factors in
determining which brokers to work with and seeks to obtain best execution at all times. The Investment
Vehicles may direct Basso to execute some or all of their respective transactions with a particular broker
dealer. These clients should understand that compliance with a directed brokerage arrangement may result
in the firm being unable to achieve the most favorable execution of the client’s trades. Directing brokerage
may also cost clients more money. For example, in a directed brokerage account, clients may pay higher
brokerage commissions because the firm may not be able to aggregate orders to reduce transaction costs.
Trade Aggregation and Allocation
The Client Accounts will have overlapping portfolios. The large majority of the Client Accounts are
invested in liquid securities, such as publicly-traded equities, bonds and ETFs, with the result that each
Client Account can be fully allocated its appropriate quantity of a given security. Certain larger Client
Accounts are also invested in less liquid assets, such as private equity and private debt. With these assets,
best efforts are used to allocate purchases and sales equitably after consideration of such factors as cash
available for investment in each Client Account, current Client Account asset mix and hedges and Client
Account investment objectives, restrictions and position sizes.
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The Client Accounts do not have overlapping portfolios with Basso Select, the Sub-advised Account
or Basso Omni.
Basso Omni trades a portion of its overall portfolio pursuant to a strategy that was offered to and is
now traded as the sole strategy for the Sub-advised Account. Basso, on behalf of Basso Omni, and the Sub-
advised Account have agreed to an aggregation and allocation policy that governs their respective
strategies. Generally, daily average prices are calculated and applied on transactions of the same security
executed in the same markets for both accounts, while it is agreed that certain trades may only be allocated
to one account or the other based on regulatory and other factors.
Trade Errors
In the course of trading for the Investment Vehicles Basso personnel may make “trade errors” - i.e.,
errors in executing specific trading instructions. Examples of trade errors include purchasing or selling the
wrong security, or the right security in the wrong quantity or account. Trade errors may result in losses or
gains. The Client Accounts and Sub-advised Account will only be reimbursed for trade errors caused by
Basso’s gross negligence, willful misconduct, bad faith or fraud. Basso Omni is not reimbursed for trade
errors. Reimbursement is made as soon as reasonably possible after the trade error.
ITEM 13: REVIEW OF ACCOUNTS
Basso’s various portfolio managers are responsible for developing and implementing the overall
investment strategy of the respective Investment Vehicles they manage. Each establishes position sizes,
diversification targets, price parameters and the trading activities of their respective portfolios – this entails
ongoing review that generally is conducted on an ongoing basis. The firm’s operations team supports the
account review process, with a focus on cash management, trade confirmation and reconciliation, portfolio
valuation and corporate actions. The firm’s Chief Financial Officer focuses on preparation of periodic
account statements, portfolio and net asset valuation, cash management and reconciliation, books and
records maintenance and other matters.
Client Account investors have independent access to the web-based portals of their account’s
custodians and to a third-party account record provider. At least annually Basso reviews each Client
Account with its principal investor, with the goal of re-assessing their portfolio objectives, wealth
management needs and overall asset allocation plan.
Basso Select investors will receive quarterly statements of the unaudited estimated net asset value
of their fund investment. In addition, audited financial statements will be provided, as prepared in
accordance with U.S. generally accepted accounting principles.
The Sub-advised Account’s direct investment manager is provided monthly trading profit and loss,
and fee, calculations that also include year-to-date totals. From time-to-time the firm discusses the Sub-
advised Account’s trading activities and returns with the investment manager of the multi-manager fund
that Sub-advised Account is a part of.
As a proprietary-money-only account, Basso Omni’s trading activities and profit and loss
calculations are available to the relevant partner when he seeks them. He also directly undertakes some of
Basso Omni’s trading activities.
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ITEM 14: CLIENT REFERRALS AND OTHER COMPENSATION
As discussed in Item 12, Basso does not currently have any soft dollar arrangements. The firm does
not pay for client or investor referrals.
ITEM 15: CUSTODY
Custodial relationships for the Client Accounts and Basso Omni are agreed to by the account
holders and for the Sub-advised Account by the adviser to the investment fund of which the Sub-advised
Account is a part. Client Account clients receive transaction confirmation notices and regular summary
account statements directly from the selected qualified custodians for their accounts. Client Account
clients are urged to carefully review these confirmations and statements.
Basso may be deemed to have custody of Basso Select’s cash and securities. Basso will send
account statements to investors in the Co-Investment Fund in accordance with the fund’s governing
documents. To the extent the Co-Investment Fund’s cash and securities are held by qualified custodians,
such custodians may also send account statements, which investors in the Co-Investment Fund should
carefully review. If investors receive account statements both from Basso and such qualified custodians,
they are urged to compare such statements.
Basso will comply with Rule 206(4)-2 of the Advisers Act (i.e., the “custody rule”), with respect to
Basso Select by meeting the conditions of the pooled vehicle annual audit approach. Basso Select’s
financial statements will be subject to an annual audit by an independent auditor that is registered with, and
subject to inspection by, the Public Company Accounting Oversight Board (PCAOB).
ITEM 16: INVESTMENT DISCRETION
Basso accepts and exercises full discretionary authority when managing the Investment Vehicles.
This discretion is established for the Client Accounts and Basso Omni in their respective advisory
agreements, for Basso Select in the Basso Select PPM and for the Sub-advised Account in the Sub-advisory
Agreement. This discretion includes the authority to determine the securities to be bought and sold, the
timing, quantity and price of these securities transactions, the broker or dealer to be used and the
commission rates paid. The firm generally also has full discretion, as discussed above in Item 12, to select
prime brokerage and other banking and counterparty relationships, as well as related investment
parameters, such as leverage.
Prior to and during the ongoing course of any advisory relationship, Basso discusses the account’s
investment strategy with the account holder. Particularly in the case of the Client Accounts, these
discussions focus on wealth management needs, overall risk parameters and asset-category allocations.
ITEM 17: VOTING CLIENT SECURITIES
Basso has the authority to vote all securities held by the Client Accounts and Basso Omni. The firm
has adopted proxy voting policies and procedures consistent with Rule 206(4)-6 under the Advisers Act. The
general policy is to vote proxy proposals in a way that the firm believes will cause the related investment’s
value to increase the most or decline the least. In limited circumstances, the firm may abstain from voting a
proxy when it believes this course of action would be in a given Client Account’s best interest.
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Basso’s Chief Compliance Officer, or his designee, in coordination with the firm’s investment
professionals and operations staff, prime brokers and an independent proxy voting service: receives proxy
voting materials, determines Investment Vehicle holdings as of the record date, identifies and addresses
any material conflicts between the firm’s interests and those of the relevant Investment Vehicle, determines
how to vote, or as noted, whether to abstain from voting, submits proxy votes and keeps proxy voting
records. If a conflict of interests is identified, Basso will not vote the proxy on behalf of a given Investment
Vehicle until the firm has determined that the conflict is not material or has agreed upon and implemented a
method for resolving the conflict.
As a standard practice, the portfolio manager in charge of the security being voted is asked for voting
instructions. A brief description of the ballot is circulated to the portfolio manager along with the official
ballot, which contains a more detailed statement of the issues being voted, and typically, company
management’s voting recommendations. Votes contrary to company management’s recommendation on
routine matters are supported by an explanation from the portfolio manager, as are votes on non-routine
matters. Examples of non-routine matters include mergers, substantial asset dispositions, material
acquisitions and certain corporate governance changes.
Basso does not permit individual investors or a group of investors to direct proxy voting.
Investors may obtain a copy of Basso’s proxy voting policy, and information regarding how client
securities have been voted, by making a written request to Basso Capital Management, L.P., Attention: Chief
Compliance Officer, 1266 East Main St., 4th Floor, Stamford, CT 06902.
ITEM 18: FINANCIAL INFORMATION
Basso does not solicit prepayment of fees from its clients. The firm has not been the subject of a
bankruptcy petition during the past ten years.
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Additional Brochure: BROWN ADV PART 2B (2026-03-27)
View Document Text
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM ADV PART 2B: BROCHURE SUPPLEMENT FOR
JANET BROWN
BASSO CAPITAL MANAGEMENT, L.P.
1266 EAST MAIN STREET
STAMFORD, CT 06902
(203) 352-6100
LEGALNOTICES@BASSOCAP.COM
March 27, 2026
This brochure supplement provides information about Janet Brown that supplements the Basso
Capital Management, L.P. (“Basso”) brochure. You should have received a copy of that
brochure. Please contact Basso’s General Counsel and Chief Compliance Officer by telephone
at (203) 352-6100 or by email at legalnotices@bassocap.com if you did not receive Basso’s
brochure or if you have any questions about the contents of this supplement.
1
ITEM 2: EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE
Janet Brown, 75, is a Basso Portfolio Manager. Basso was formed in November 2003. From
January 1, 2004 onwards Basso has served as the investment adviser to various fund entities, family
offices and high net worth individuals. As a Portfolio Manager, Ms. Brown has principal responsibility
for advising high-net-worth clients, with duties covering portfolio composition, risk analysis and
trading. Ms. Brown joined Basso in 2025. Between 2022 and 2025 Ms. Brown was an investment
advisor and managing director at One Capital Management, LLC. From 1996 to 2022 Ms. Brown
served as the president and portfolio manager of FundX Investment Group (and its predecessor, DAL
Investment Co.). From 1978 to 2022 Ms. Brown also served as the editor and managing director of
NoLoad FundX. Ms. Brown attended California State University, San Diego from 1968 to 1970 and
California State University, Hayward from 1972 to 1975.
ITEM 3: DISCIPLINARY INFORMATION
There have not been any legal or disciplinary actions against Ms. Brown that would be
material to a client’s or prospective client’s evaluation of Ms. Brown.
ITEM 4: OTHER BUSINESS ACTIVITIES
Ms. Brown is not actively engaged in any investment-related business or occupation that is
unrelated to Basso, or in any other business or occupation for compensation.
ITEM 5: ADDITIONAL COMPENSATION
There are no arrangements in place whereby Ms. Brown provides advisory services to
someone who is not a client of Basso for economic benefits.
ITEM 6: SUPERVISION
Ms. Brown is a Basso Portfolio Manager. As a Portfolio Manager, Ms. Brown has principal
responsibility for advising high-net-worth clients, with duties covering portfolio composition, risk
analysis and trading. Ms. Brown periodically discusses her advisory activities with other investment
professionals at Basso. Ms. Brown is subject to Basso’s Compliance Manual and Code of Ethics,
which together provide guidelines for how Basso conducts its investment advisory business in
furtherance of the interests of its clients. Basso’s Chief Compliance Officer and his delegees
monitor Ms. Brown’s activities that are subject to the Compliance Manual and Code of Ethics.
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Additional Brochure: NAYAK ADV PART 2B (2026-03-27)
View Document Text
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM ADV PART 2B: BROCHURE SUPPLEMENT FOR
ROHAN NAYAK
BASSO CAPITAL MANAGEMENT, L.P.
1266 EAST MAIN STREET
STAMFORD, CT 06902
(203) 352-6100
LEGALNOTICES@BASSOCAP.COM
March 27, 2026
This brochure supplement provides information about Rohan Nayak that supplements the
Basso Capital Management, L.P. (“Basso”) brochure. You should have received a copy of that
brochure. Please contact Basso’s General Counsel and Chief Compliance Officer by telephone
at (203) 352-6100 or by email at legalnotices@bassocap.com if you did not receive Basso’s
brochure or if you have any questions about the contents of this supplement.
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ITEM 2: EDUCATIONAL BACKGROUND AND BUSINESS EXPERIENCE
Rohan Nayak, 39, is a Senior Wealth Manager at Basso. Basso was formed in November
2003. From January 1, 2004 onwards Basso has served as the investment adviser to various fund
entities, family offices and high net worth individuals. As a Senior Wealth Manager, Mr. Nayak
provides financial planning, portfolio management and account trading services to high-net-worth
clients. Mr. Nayak joined Basso in June 2025. Between 2022 and 2025, Mr. Nayak was a portfolio
manager with One Capital Management, LLC. From 2019 to 2022 he was a portfolio manager at
FundX Investment Group, LLC. Before that, from 2010 to 2019, Mr. Nayak was a portfolio manager
and financial planner at Bell Investment Advisers, Inc. Mr. Nayak graduated from the University of
California, Santa Barbara, in 2009 with a B.S. in Biophysiology. He also holds the Certified
Financial Planner designation.
ITEM 3: DISCIPLINARY INFORMATION
There have not been any legal or disciplinary actions against Mr. Nayak that would be
material to a client’s or prospective client’s evaluation of Mr. Nayak.
ITEM 4: OTHER BUSINESS ACTIVITIES
Mr. Nayak is not actively engaged in any investment-related business or occupation that is
unrelated to Basso.
ITEM 5: ADDITIONAL COMPENSATION
There are no arrangements in place whereby Mr. Nayak provides advisory services to
someone who is not a client of Basso for economic benefits.
ITEM 6: SUPERVISION
Mr. Nayak periodically discusses his advisory activities with other
Mr. Nayak is a Basso Senior Wealth Manager. As a Senior Wealth Manager, Mr. Nayak
provides financial planning, portfolio management and account trading services to high-net-worth
clients.
investment
professionals at Basso. Mr. Nayak is subject to Basso’s Compliance Manual and Code of Ethics,
which together provide guidelines for how Basso conducts its investment advisory business in
furtherance of the interests of its clients. Basso’s Chief Compliance Officer and his delegees
monitor Mr. Nayak’s activities for adherence to the Compliance Manual and Code of Ethics.
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