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Committee Composition

Overview

	Pubco Board	Audit Committee Pubco	Compensation, Corporate Governance and Nominating Committee	Opco Board	Audit Committee Opco
Michael Daffey
Jane Dietze
Dominic Docherty
Chris Ferraro
Bill Koutsouras
Rhonda Adams-Medina
Michael Novogratz
Richard Tavoso
Damien Vanderwilt

Lead Independent Director
Committee Member
Committee Chair

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Welcome to Galaxy

The terms and conditions of use set forth below apply to this website (collectively, the “Site”). Please read these terms and conditions carefully before using the Site. By using this Site, you acknowledge that you have read, understood and agreed to the terms and conditions of use. If you do not agree to these terms and conditions of use, you may not access or use the Site. Galaxy Digital Holdings Ltd., Galaxy Digital Holdings LP, Galaxy Digital LP and their respective affiliates (collectively referred to as the "Firm," “Galaxy Digital,” “us”, “we” or “our”) reserves the right, at our discretion, to change, modify, add or remove portions of these terms at any time. Therefore, we suggest that you review these terms periodically for changes. By using our Site after we have posted changes to these terms and conditions of use, you are agreeing to be bound by these terms.

Jurisdictional Issues

Users of this Site are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. The information provided in or accessible through the Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Galaxy Digital to any registration or other requirement within such jurisdiction or country. Galaxy Digital reserves the right to limit access to the Site to any person, geographic region or jurisdiction. By proceeding to access the information, you are deemed to have represented and warranted that the applicable laws and regulations of your relevant jurisdiction allow you to do so.

No Offer, Recommendation or Solicitation

None of the information contained on this Site constitutes a recommendation, solicitation or offer by Galaxy Digital or its affiliates to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or service.

Without limiting the generality of the foregoing, no information contained on this Site constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in the shares ("Shares") of Galaxy Digital Holdings Ltd. ("GDH"). None of the information contained in this Site constitutes an offer to sell, or a solicitation of an offer to buy or subscribe for, any Shares or other securities in the United States or in any other jurisdiction, nor shall it, or the fact of its distribution, form the basis of, or be relied upon, in connection with or act as an inducement to enter into any contract or commitment therefor.

Shares may not be purchased by an “employee benefit plan” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), including (i) an investor using assets of: (A) an “employee benefit plan” as defined in Section 3(3) of ERISA that is subject to Title I of ERISA; (B) a “plan” as defined in Section 4975 of the U.S. Internal Revenue Code, as amended (the “IRC”), including an individual retirement account or other arrangement that is subject to Section 4975 of the IRC; or (C) an entity which is deemed to hold the assets of any of the foregoing types of plans, accounts or arrangements that is subject to Title I of ERISA or Section 4975 of the IRC.

Neither GDH nor any of its affiliates is, or expects to be, registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and investors will not be entitled to the benefits of the Investment Company Act.

In addition, the Shares in GDH have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Consequently, Shares in GDH may not be offered, sold or otherwise transferred within the United States or to, or for the account or benefit of, “U.S. persons” as defined in Regulation S under the Securities Act absent registration or an exemption from registration under the Securities Act. No public offering of any Shares in GDH is being, or has been, made in the United States.

GDH is an exempted company limited by shares under the Companies Law (2016 Revision) of the Cayman Islands. Neither the Cayman Islands Monetary Authority, the U.S. Securities and Exchange Commission, any securities administrator under any U.S. state securities laws, nor any other governmental authority or self-regulatory authority in the Cayman Islands, the Unites States or elsewhere has commented upon or approved the terms or merits of this disclaimer and takes no responsibility for the financial soundness of GDH or for the correctness of any of the statements made or opinions expressed with regard to it. Any representation to the contrary is a criminal offense in the United States.

Risk of Investing

All investment is subject to risk. The value of securities, including Shares in GDH, may go down as well as up. Past performance is no guarantee of future returns and there is no guarantee that the market price of Shares in GDH or other securities will fully reflect their underlying net asset value. There is also no guarantee that GDH's or other securities’ investment objective will be achieved.

The information contained in this Site has been prepared without reference to any particular user's investment requirements or financial situation. Certain transactions give rise to substantial risk and are not suitable for all investors.

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Pricing and other information generated through the use of data or services made available herein may not reflect actual prices or values that would be available in the market at the time provided or at the time that the user may want to purchase or sell a particular security or other instrument.

Certain statements on the Site reflect Galaxy Digital’s views, estimates, opinions or predictions (which may be based on proprietary models and assumptions, including, in particular, Galaxy Digital’s views on the current and future market for digital assets), and there is no guarantee that these views, estimates, opinions or predictions are currently accurate or that they will be ultimately realized. To the extent these assumptions or models are not correct or circumstances change, the actual performance of Galaxy Digital and its subsidiaries may vary substantially from, and be less than, the estimated performance. None of Galaxy Digital nor any of its respective affiliates, shareholders, partners, members, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information on this Site. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of the information on this Site.

Forward-Looking Statements

Nothing in this Site is, or should be relied on as, a promise or representation as to the future. This Site contains forward-looking statements, which reflect the views of GDH, Galaxy Digital or any of their respective affiliates with respect to, among other things, the GDH’s operations. Investors can identify these forward-looking statements by the use of words such as “believe”, “expect”, “potential”, “continue”, “may”, “will”, “should”, “seek”, “approximately”, “predict”, “intend”, “plan”, “estimate”, “anticipate” or other comparable words. These forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements, many of which are included in the Firm’s risk factors in its filings available on www.SEDAR.com and the Investor Relations section of this Site. Should any assumptions underlying the forward-looking statements contained on this Site prove to be incorrect, the actual outcome or results may differ materially from outcomes or results projected in these statements. None of GDH, Galaxy Digital or any of their respective affiliates undertakes any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by applicable law or regulation.

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No Reliance

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Liability Waiver

You agree that under no circumstances, including, but not limited to, negligence, shall Galaxy Digital or any third party that has provided information contained in this Site or any of their respective affiliates be liable for any direct, special or consequential damages that result from the access or use of, or the inability to access or use, the materials on this Site.

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This Site provides links to other websites that we think might be of interest to our users. Please note that when you click on one of these links, you may be moving to another provider's website. These linked sites and their providers are not controlled by us, and we are not responsible for the contents or the proper operation of any linked site. The inclusion of any link does not imply our endorsement or our adoption of the statements therein. We encourage you to read the terms of use and privacy statements of these linked sites as their policies may differ from ours.

Other

If any provision of these terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. Galaxy Digital reserves the right to alter or delete materials from this Site at any time at its discretion.

Proprietary Rights

Unless otherwise expressly noted, all information and materials, including, without limitation, images, illustrations, designs, icons, photographs, video clips, and written and other materials, that are part of the Site are copyrights, trademarks, service marks, trade names, trade dress and/or other intellectual property owned, controlled or licensed by Galaxy Digital. No material from the Site may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way; provided, however, that you may download, where specifically permitted, one copy of the materials on any single computer for your personal, non-commercial use only, provided you keep intact and properly display all copyright and other proprietary notices. You may not distribute, modify, transmit, reuse, repost, or use the content of the Site, including, without limitation, any text, images, audio and video, for public or commercial purposes without Galaxy Digital’s written permission. Modification or use of the information or materials for any other purpose will violate the copyright and/or intellectual property rights of Galaxy Digital. Galaxy Digital will not treat users of this Site as its clients by virtue of their accessing this Site.

BLOOMBERG is a trademark or service mark of Bloomberg Finance L.P. GALAXY is a trademark of Galaxy Digital. Bloomberg Finance L.P. and its affiliates (collectively, Bloomberg) are not affiliated with Galaxy Digital. Bloomberg’s association with Galaxy Digital is to act as the administrator and calculation agent of the Bloomberg Galaxy Crypto Index (the "Index"), which is the property of Bloomberg. Neither Bloomberg nor Galaxy guarantee the timeliness, accurateness, or completeness of any data or information relating to the Index or results to be obtained. Neither Bloomberg nor Galaxy Digital make any warranty, express or implied, as to the Index, any data or values relating thereto or any financial product or instrument linked to, using as a component thereof or based on the Index (Products) or results to be obtained therefrom, and expressly disclaims all warranties of merchantability and fitness for a particular purpose with respect thereto. To the maximum extent allowed by law, Bloomberg, Galaxy Digital and its or their licensors, and its and their respective employees, contractors, agents, suppliers, and vendors shall have no liability or responsibility whatsoever for any injury or damages—whether direct, indirect, consequential, incidental, punitive, or otherwise—arising in connection with the Index, any data or values relating thereto or any Products—whether arising from their negligence or otherwise.

Regulatory Matters

Galaxy Digital Partners LLC is a broker-dealer registered under the Securities Exchange Act of 1934 and is a member firm of the Financial Industry Regulatory Authority (FINRA) and the Securities Investor Protection Corporation.

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Form CRS & Additional Information

Galaxy Digital UK Limited Disclosure

Counterparties of Galaxy Digital are informed that neither the Financial Ombudsman Service nor the Financial Services Compensation Scheme apply to transactions in cryptocurrencies entered into with Galaxy Digital under a Purchase Agreement or Electronic Purchase Agreement, including where those transactions are arranged by or with Galaxy Digital UK Limited or have any other UK nexus.

USA Patriot Act Notice to Clients

The USA Patriot Act and other applicable rules and regulations, require us to obtain, verify, and record information to identify each entity or individual that enters into a business relationship with us. We may ask for your address, identification number, corporate documents or other identifying information to help us verify your identity. We may use a third party source to confirm the information you provide us.

Customer Complaint Notice Disclosure Statement SEC Rule 17a-3(a)(18)(ii)

In accordance with SEC Rule 17a-3(a)(18)(ii) complaints may be reported to the Chief Compliance Officer immediately by telephone at (212) 390-9216 or by mail at the following address:

Galaxy Digital Partners LLC
107 Grand Street
New York, NY 10013
Attn: Compliance

Business Continuity Plan

Galaxy Digital is committed to protecting the interests of our clients in the event of Significant Business Disruption (SBD). The Business Continuity Plan summary below details how we will respond to events that significantly disrupt our business.

Our Firm will respond as immediately as practicable to an SBD by:

safeguarding employees’ lives and Firm and client property,

making a financial and operational assessment,

recovering and resuming operations,

protecting the Firm’s books and records, and

allowing clients access to our expertise and services to pursue existing engagements.

In the unlikely event that we determine we are unable to continue our business, we will notify our clients to that effect and make available to each of them any records and other documents we maintain related to the continuation of their business. The Firm has a comprehensive architecture for the electronic back-up and recovery of its data through its data hosting providers.

In the event of an SBD, we will authorize employees to remain at each person’s respective home using the contact information provided to us. Each individual has home telephone and/or cellular phone contact information. Actual physical office space is not necessary to the continuity of our operations during a dire emergency and for short periods of time. In the event of a long-term SBD, we will consider moving our staff from affected offices to the closest of our unaffected office locations.

We communicate with our clients using the telephone, email, our website, fax, US mail, delivery services and in-person visits at our Firm or at the other’s location. In the event of an SBD, we will assess which means of communication are still available to us, and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with the other party. For example, if we have communicated with a party by email but the Internet is unavailable, we will call them on the telephone and follow up where a record is needed with paper copy in the US mail or rapid delivery service.

If you have questions regarding our Business Continuity Plan, you may contact us at compliance@galaxydigital.io. The Firm will review this Business Continuity Plan at least annually to modify it for any changes in our operations, structure, business or location.