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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K


☒	Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

	For the Fiscal Year Ended: December 31, 2024


☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number: 000-53043

Man-AHL Diversified I L.P.

(Exact name of registrant as specified in its charter)


Delaware	06-1496634
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)


c/o Man Investments (USA) Corp.
1345 Avenue of the Americas, Floor 21
New York, NY	10105
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 649-6600

Securities registered pursuant to Section 12(b) of the Act:

    Title of each class

    Trading
Symbol(s)

    Name of each exchange on which registered

    none

    none

    none

Securities registered pursuant to Section 12(g) of the Act:

Units of Limited Partnership Interest

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer	☐	Accelerated Filer	☐

Non-accelerated filer	☒	Smaller reporting company	☐

		Emerging growth company	☐

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 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

Not applicable.

Documents Incorporated by Reference

The report of the independent registered public accounting firm and the financial statements of the Registrant for the year ended December 31, 2024 are included herewith as Exhibit 13.1 and are incorporated by reference into Item 8 of this Annual Report on Form 10-K.

PART I

Item 1. Business

(a)

General development of business

Man-AHL Diversified I L.P., a Delaware limited partnership (the “Partnership”), was organized in September 1997 under the Delaware Revised Uniform Limited Partnership Act and commenced trading operations on April 3, 1998, for the purpose of engaging in the speculative trading of physical commodities, futures and forward contracts and related instruments. The Partnership was formerly named AHL Diversified (USA) L.P., but was renamed in February 2002. The Partnership is a “feeder” fund in a “master-feeder” structure, whereby the Partnership invests substantially all of its assets in Man AHL-Diversified Trading Company L.P. (the “Trading Company”). AHL Partners LLP (the “Trading Advisor”), a United Kingdom limited liability partnership, is the Partnership’s and the Trading Company’s trading advisor. The Trading Advisor also serves as the Partnership’s commodity pool operator. Man Investments (USA) Corp. (the “General Partner”), a Delaware corporation, is the Partnership’s general partner. The Trading Advisor is an affiliate of the General Partner. Man Investments Limited, a United Kingdom private limited company, that is part of Man Group plc (“Man Group”), is the managing member of the Trading Advisor, and Man Investments Holdings Inc., a Delaware corporation that is part of Man Group, is the sole shareholder of the General Partner.

On January 28, 2008, the Partnership filed a registration statement under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”). The registration statement, which was subsequently amended, became effective on or about March 28, 2008. The Partnership offers two classes of units of limited partnership interest in the Partnership (“Units”): Class A Units are generally offered; Class B Units are offered to employee benefit plans, IRAs and other retirement plans and accounts. The two Classes of Units are identical to each other except that Class B Units may be purchased, transferred, held and redeemed in a minimum amount of $10,000. On April 1, 2009, the Partnership added two new series of Units: Class A Series 2 Units (“Class A-2”) and Class B Series 2 Units (“Class B-2”). Except as described in section (c) below, Class A-2 and Class B-2 units are identical to Class A and B units, respectfully. Previously offered Class B-2 units are no longer offered by the Partnership, and units have been redeemed as of November 30, 2018.

Although the Partnership uses the term “class” to distinguish between certain interests in the Partnership, the Partnership does not believe that the differences between such interests are sufficient to make them separate “classes” under Section 12(g) of the Exchange Act, as all of the interests in the Partnership, regardless of “class,” are of substantially similar character and the holders of which enjoy substantially similar rights and privileges. The holders of interests in the Partnership (regardless of “class”) share pro rata in the Partnership’s profits and losses, enjoying no preferences over one another during the life of the Partnership or upon dissolution and otherwise have identical rights under the Partnership’s Limited Partnership Agreement, as amended or supplemented from time to time (the “Limited Partnership Agreement”). The only differences among the “classes” relate to fees and minimum investment.

The General Partner became the general partner of the Partnership as of April 1, 2005 when Man-AHL (USA) Corp., the Partnership’s original general partner and trading advisor (“Man-AHL”), appointed it as such. In addition to the appointment of the General Partner, Man-AHL appointed Man-AHL (USA) Limited to serve as the trading advisor to the Partnership commencing as of April 1, 2005. Following the appointments of the General Partner as a general partner and Man-AHL (USA) Limited as the trading advisor, Man-AHL resigned as a general partner and trading advisor of the Partnership. The General Partner agreed to continue the Partnership without interruption or change. On June 1, 2014, the General Partner appointed the Trading Advisor as trading advisor of the Partnership, and Man-AHL (USA) Limited resigned as trading advisor. The Trading Advisor implements the same trading program and employs substantively the same personnel as did Man-AHL (USA) Limited. The General Partner controls and manages the business of the Partnership, but has otherwise delegated its investment management authority and commodity pool operator responsibilities with respect to the Partnership to the Trading Advisor. Purchasers of Units, as the Partnership’s “Limited Partners,” have no right to participate in management or control of the Partnership. The offices of the Partnership, where its books and records are kept, are located at the office of the General Partner: 1345 Avenue of the Americas., Floor 21, New York, NY, 10105; telephone (212) 649-6600.

(c)

Narrative description of business

The Partnership engages in speculative trading, directly and indirectly, of physical commodities, futures contracts, spot and forward contracts, swaps and options on the foregoing, exchanges of futures for physical transactions and other investments on domestic and international exchanges and markets (including the interbank and over-the-counter (“OTC”) markets). The Partnership’s indirect investments will be made through an investment in the Trading Company, pursuant to the trading strategies employed by the Trading Advisor. The Partnership invests substantially all of its assets in the Trading Company.

The investment objective of the AHL Diversified Program is to deliver capital growth for commensurate levels of volatility over the medium term, independent of the movement of the stock and bond markets, through the speculative trading, directly and indirectly, of futures, options and forward contracts, swaps and other financial derivatives both on and off exchange. The AHL Diversified Program trades globally in several market sectors, including without limitation, currencies, bonds, energies, stock indices, interest rates, credit, metals, agricultural and volatility. In the future, the AHL Diversified Program may, to a limited extent, invest in stocks.

The AHL Diversified Program employs a systematic, statistically based investment strategy that is designed to identify and capitalize on trends and other inefficiencies in markets around the world. Trading signals are generated and executed via a finely tuned trading and implementation infrastructure. This process is quantitative, meaning that investment decisions are entirely driven by mathematical models based on quantitative analysis of historical relationships. It is underpinned by rigorous risk control, ongoing research, diversification and the constant quest for efficiency. Trading takes place around-the-clock and real-time price information is used to respond to price moves across a diverse range of global markets.

As well as emphasizing sector and market diversification, the AHL Diversified Program has been constructed to achieve diversification by combining various investment strategies. The AHL Diversified Program invests in a diversified portfolio of instruments which may include futures, options and forward contracts, swaps and other financial derivatives both on and off exchange. The AHL Diversified Program trades a broad range of markets and these markets may be accessed directly or indirectly and include, without limitation, stock indices, bonds, currencies, short-term interest rates, energies, credits, metals, agricultural and volatility.

Another important aspect of diversification is the fact that the models generate signals across different timeframes, ranging from intra-day to several months. In line with the principle of diversification, the approach to portfolio construction and asset allocation is premised on the importance of deploying investment capital across the full range of sectors and markets. Particular attention is paid to correlation of markets and sectors, expected returns, trading costs and market liquidity. Portfolios are regularly reviewed and, when necessary, adjusted to reflect changes in these factors. The Trading Advisor also has a systematic process for adjusting market risk exposure in real time to reflect changes in the volatility of individual markets.

The AHL Diversified Program uses margin and considerable leverage to reach model allocations.

The AHL Diversified Program is supported by a dedicated investment team, focused on the continual refinement of its trading models as well as the identification of new opportunities. These are gradually introduced into the AHL Diversified Program following extensive research and testing. The number and diversity of markets and strategies traded directly or indirectly by the AHL Diversified Program are therefore likely to continue to expand over time. It should also be noted that the implementation of the AHL Diversified Program by the Trading Company may differ from the way in which the AHL Diversified Program is implemented by other investment products managed by entities within the Man Group. These differences generally include, among other things, differences in the types of financial instruments, markets and asset classes traded which arise out of legal structuring, applicable law and other restrictions and/or considerations with respect to such investment products.

The Trading Advisor is paid a monthly management fee, payable in arrears, in an amount equal to 1/6th of 1% of the month-end Net Asset Value of the Partnership (as defined in the Limited Partnership Agreement) whether or not the Partnership is profitable (approximately 2% annually). The General Partner is paid a monthly general partner administrative fee in an amount equal to 1/12th of 1% of the month-end Net Asset Value of the Partnership whether or not the Partnership is profitable (approximately 1% annually) in respect to Class A-1 and Class B-1 units. The Trading Advisor may pay a portion of its management fee to the General Partner, and the General Partner may share a portion of its administrative fee with the Placement Agent (as defined below).

The Partnership will pay the Trading Advisor an incentive fee equal to 20% of the Net New Appreciation (as defined in the Limited Partnership Agreement), if any, achieved by the Partnership as of the end of such calendar month. Trading Advisor will be entitled to retain all incentive fees previously paid to it even if subsequent losses are incurred. However, no subsequent incentive fees will be paid to the Trading Advisor until the Trading Advisor has again achieved Net New Appreciation for the Partnership. Net New Appreciation achieved during a calendar month means the excess, if any, of (a) the Net Asset Value of the Partnership as of the end of a calendar month (without reduction for any incentive fees accrued or paid to the Trading Advisor for the calendar month or for any redemptions or distributions effected during or as of the end of such calendar month and without increase for any additional capital contributions effected during or as of the end of such calendar month) over (b) the Net Asset Value of the Partnership as of the end of the most recent prior calendar month for which an incentive fee was accrued or paid to the Trading Advisor, with clause (b) reduced by the amount of the incentive fee accrued or paid for such prior calendar month and also reduced by any redemptions or distributions, and increased by any contributions, effected as of or subsequent to the end of such prior calendar month through the first day of the calendar month referred to in clause (a), above.

Man Investments Inc., an affiliate of the General Partner and Trading Advisor, is the lead placement agent for the Partnership (the “Placement Agent”). In connection with various services provided by the Placement Agent to the Partnership related to the offer and sale of interests in the Partnership and the ongoing servicing of its investors, the Partnership will pay the Placement Agent a servicing fee equal to, in respect to Class A-1 Units and Class B-1 Units, 1/12th of 1% of the month-end Net Asset Value of such Units (approximately 1% annually), and in respect of Class A-2 Units, 1/12th of 0.75% of the month-end Net Asset Value of such Units (approximately 0.75% annually). The Placement Agent may pass all or a portion of the servicing fee on to certain other selling and services agents. In addition, Class A-1 and Class B-1 Units purchased through a Selling Agent may be subject to the payment of an additional upfront selling commission of up to 3% of the purchase price of such Units.

The Partnership’s organizational and initial offering fees and expenses were paid by the Partnership and have been completely amortized. The Partnership pays all of its expenses incurred in the ordinary course of its business. The Partnership also pays its extraordinary expenses, if any.

The Trading Company utilizes multiple brokers in the performance of its trading activities. J.P. Morgan Securities LLC, BofA Securities, Inc. and Barclays Capital Inc. serve as the Trading Company’s futures brokers; Natwest Markets plc, HSBC Bank PLC, Citibank, N.A. London Branch and BNP Paribas serve as the Trading Company’s foreign exchange prime brokers; J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and Barclays Capital Inc. act as the clearing members for centrally cleared credit default swap index transactions engaged in by the Trading Company; and the Trading Company conducts certain OTC interest rate swap trading through

J.P. Morgan Chase Bank N.A. (collectively, the “Brokers”). The Partnership is charged brokerage commissions at institutional rates, inclusive of all applicable National Futures Association (the “NFA”), exchange, clearing and other transaction fees. In connection with trading spot and forward contracts in the interbank foreign currency markets, the Partnership pays clearing fees of between $3.25 and $4.00 per transaction as well as dealer profits, which cannot be quantified, embedded in dealer quotes.

The Partnership invests substantially all of its assets in the Trading Company. All of the Trading Company’s assets will be held in cash or United States (“U.S.”) government securities in accounts in the name of the Trading Company at the Brokers or a bank, which currently is The Bank of New York Mellon, and in order to conduct futures trading activities, will be transferred, as necessary, into segregated accounts at the Brokers. Approximately 10% to 40% of the Trading Company’s assets will be committed as margin for derivative positions. The Brokers may receive compensating balance treatment and excess interest income on the Partnership’s assets, through the Trading Company, held at the Brokers in the form of cash.

The Trading Company engages in trading on non-U.S. exchanges and markets. In connection with trading on non-U.S. exchanges and markets, the brokers may either maintain Trading Company assets in accordance with the requirements of the Commodity Futures Trading Commission (the “CFTC”) Rule 30.7 or may redeposit Trading Company assets with non-U.S. banks and brokers which may not be subject to regulatory schemes comparable to those applicable to the Brokers.

Regulation

Under the Commodity Exchange Act, as amended (the “CEA”), commodity exchanges and trading in futures and swaps (as defined in the CEA) are subject to regulation by the CFTC. The NFA, a “registered futures association” under the CEA, is the only non-exchange self-regulatory organization for futures industry professionals. The CFTC has delegated to the NFA responsibility for the registration of “commodity trading advisors,” “commodity pool operators,” “futures commission merchants,” “swap dealers,” “introducing brokers” and their respective associated persons and “floor brokers” and “floor traders.” The CEA requires commodity pool operators and commodity trading advisors, such as the General Partner and Trading Advisor, respectively, and commodity brokers, swap dealers, or futures commission merchants to be registered and to comply with various reporting and record keeping requirements. The CFTC may suspend a commodity pool operator’s or trading advisor’s registration if it finds that its trading practices tend to disrupt orderly market conditions or in certain other situations. In the event that the registration of the Trading Advisor as a commodity pool operator or commodity trading advisor were terminated or suspended, the Trading Advisor would be unable to fulfill its obligations as the Partnership’s commodity pool operator or implement the AHL Diversified Program on behalf of the Partnership. Should the Trading Advisor’s registrations be suspended, termination of the Partnership might result.

In addition to such registration requirements, the CFTC and certain commodity exchanges have established limits on the maximum net long or net short position which any person may hold or control in particular commodities. Most exchanges also limit the changes in futures contract prices that may occur during a single trading day.

Item 1A. Risk Factors.

Risk of Loss. Investing in the Partnership is speculative and involves substantial risks. You should not invest unless you can afford to lose your entire investment.

General. The transactions in which the Trading Advisor generally will engage on behalf of the Partnership involve significant risks. Growing competition may limit the Trading Advisor’s ability to take advantage of trading opportunities in rapidly changing markets. No assurance can be given that investors will realize a profit on their investment. Moreover, investors may lose all or some of their investment. Because of the nature of the trading activities, the results of the Partnership’s operations may fluctuate from month to month and from period to period. Accordingly, investors should understand that the results of a particular period will not necessarily be indicative of results in future periods.

Markets Are Volatile and Difficult to Predict. Trading in futures is a speculative activity. Futures prices may be highly volatile. Market prices are difficult to predict and are influenced by many factors, including: changes in interest rates; governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; weather and climate conditions; changing supply and demand relationships; national and international political and economic events; and the changing philosophies and emotions of market participants. In addition, governments intervene in particular markets from time to time, both directly and by regulation, often with the intent to influence prices. The effects of government intervention may be particularly significant in the financial instrument and currency markets, and may cause such markets to move rapidly.

Trading Is Highly Leveraged. The low margin deposits normally required in futures trading permit an extremely high degree of leverage. A relatively small movement in the price of a futures contract may result in immediate and substantial loss or gain to a trader holding a position in such contract. For example, if at the time of purchase 10% of the price of a futures contract is deposited as margin, a 10% decrease in the price of the futures contract would, if the contract were then closed out, result in a total loss of the margin deposit before any deduction for brokerage commissions. Consequently, like other leveraged investments, a futures trade may result in losses in excess of the amount invested. Forward contracts involve similar leverage and also may require deposits of margin as collateral. Swaps and OTC derivative instruments are also highly leveraged transactions.

Markets May Be Illiquid. At times, it may not be possible for the Trading Advisor to obtain execution of a buy or sell order at the desired price or to liquidate an open position, either due to market conditions on exchanges or due to the operation of “daily price fluctuation limits” or “circuit breakers.” For example, most U.S. commodity exchanges limit fluctuations in most futures contract prices during a single day by regulations referred to as “daily price fluctuation limits” or “daily limits.” During a single trading day, no trades may be executed at prices beyond the daily limit. Futures contract prices occasionally have moved to the daily limit for several consecutive days with little or no trading.

Even when futures prices have not moved to the daily limit, the Trading Advisor might not be able to obtain execution of trades at favorable prices if little trading in the contracts which the Trading Advisor wishes to trade is taking place. Also, an exchange or governmental authority may suspend or restrict trading on an exchange (or in particular futures traded on an exchange) or order the immediate settlement of a particular instrument.

Options trading may be restricted in the event that trading in the underlying instrument becomes restricted. Options trading also may be illiquid at times regardless of the condition of the market in the underlying instrument. In either event, it will be difficult for the Trading Advisor to realize gains or limit losses on option positions by offsetting them or to change positions in the market.

Trading in OTC derivative instruments is conducted with individual counterparties rather than on organized exchanges. There have been periods during which forward contract dealers have refused to quote prices for forward contracts or have quoted prices with an unusually wide spread between the bid and asked price.

Speculative Position Limits May Restrict Futures Trading. Speculative position limits prescribe the maximum net long or short futures contract and options positions which any person or group may hold or control in particular futures contracts. All futures contracts and options on futures contracts traded on commodity exchanges located in the United States, with the exception of contracts on certain major non-U.S. currencies, are subject to speculative position limits established either by the CFTC or the relevant exchange.

All trading accounts owned or managed by the Trading Advisor and its principals will be combined for the purposes of speculative position limits. Such limits could adversely affect the profitability of the Trading Company and, consequently, of the Partnership. For example, the Trading Advisor could be required to liquidate futures positions at an unfavorable time in order to comply with such limits. However, the Trading Advisor does not believe that existing speculative position limits will materially adversely affect its ability to manage the Trading Company’s account.

Cash Flow. Futures contract gains and losses are marked-to-market daily for purposes of determining margin requirements. Option positions generally are not, although short option positions will require additional margin if the market moves against the position. Due to these differences in margin treatment between futures and options, there may be periods in which positions on both sides must be closed down prematurely due to short-term cash flow needs. If this were to occur during an adverse move in a spread or straddle relationship, a substantial loss could occur.

Decisions Based on Trends and Technical Analysis. The trading decisions of the Trading Advisor will be based in part on trading strategies which utilize mathematical analyses of technical factors relating to past market performance. The buy and sell signals generated by a technical, trend-following trading strategy are based upon a study of actual daily, weekly and monthly price fluctuations, volume variations and changes in open interest in the markets. The profitability of any technical, trend-following trading strategy depends upon the occurrence in the future of significant, sustained price moves in some of the markets traded. The Trading Company and, consequently, the Partnership may incur substantial trading losses:

•

during periods when markets are dominated by fundamental factors that are not reflected in the technical data analyzed by the program;

•

during prolonged periods without sustained moves in one or more of the markets traded; or

•

during “whip-saw” markets, in which potential price trends start to develop but reverse before actual trends are realized.

In the past there have been prolonged periods without sustained price moves in various markets. Presumably, such periods will recur. A series of volatile reverses in price trends may generate repeated entry and exit signals in trend-following systems, resulting in unprofitable transactions and increased brokerage commission expenses. Technical, trend-following trading systems are used by many other traders. At times, the use of such systems may:

•

result in traders attempting to initiate or liquidate substantial positions in a market at or about the same time;

•

alter historical trading patterns;

•

obscure developing price trends; or

•

affect the execution of trades.

Model and Data Risk. The Trading Advisor relies heavily on proprietary mathematical quantitative models (each a “Model” and collectively, “Models”) and data developed both by the Trading Advisor and those supplied by third parties (collectively, “Data”) rather than granting trade-by-trade discretion to the Trading Advisor’s investment professionals. In combination, Models and Data are used to construct investment decisions, to value both current and potential investments (including, without limitation, for trading purposes, and for the purposes of determining the Net Asset Value of the Partnership), to provide risk management insights and to assist in hedging the Partnership’s positions and investments. Models and Data are known to have errors, omissions, imperfections and malfunctions (collectively, “System Events”).

The Trading Advisor seeks to reduce the incidence and impact of System Events, to the extent feasible, through a combination of internal testing, simulation, real-time monitoring and the use of independent safeguards in the overall portfolio management process, often in the software code itself. Despite such testing, monitoring and independent safeguards, System Events will result in, among other things, the execution of unanticipated trades, the failure to execute anticipated trades, delays in the execution of anticipated trades, the failure to properly allocate trades, the failure to properly gather and organize available data, the failure to take certain hedging or risk reducing actions and/or the taking of actions which increase certain risk(s)—all of which may have materially adverse effects on the Partnership. System Events in third-party provided Data is generally entirely outside of the control of the Trading Advisor.

The research and modeling processes engaged in by the Trading Advisor on behalf of its managed funds is extremely complex and involves the use of financial, economic, econometric and statistical theories, research and modeling; the results of this investment approach must then be translated into computer code. Although the Trading Advisor seeks to hire individuals skilled in each of these functions and to provide appropriate levels of oversight and employ other mitigating measures and processes, the complexity of the individual tasks, the difficulty of integrating such tasks, and the limited ability to perform “real world” testing of the end product, even with simulations and similar methodologies, raise the chances that Model code may contain one or more coding errors, thus potentially resulting in a System Event and further, one or more of such coding errors could adversely affect the Partnership’s investment performance.

The investment strategies of the Trading Advisor are highly reliant on the gathering, cleaning, culling and performing of analysis of large amounts of Data. Accordingly, Models rely heavily on appropriate Data inputs. However, it is impossible and impracticable to factor all relevant, available Data into forecasts, investment decisions and other parameters of the Models. The Trading Advisor will use its discretion to determine what Data to gather with respect to each investment strategy and what subset of that Data the Models take into account to produce forecasts which may have an impact on ultimate investment decisions. In addition, due to the automated nature of Data gathering, the volume and depth of Data available, the complexity and often manual nature of Data cleaning, and the fact that the substantial majority of Data comes from third-party sources, it is inevitable that not all desired and/or relevant Data will be available to, or processed by, the Trading Advisor at all times. Irrespective of the merit, value and/or strength of a particular Model, it will not perform as designed if incorrect Data is fed into it which may lead to a System Event potentially subjecting the Partnership to a loss. Further, even if Data is input correctly, “model prices” anticipated by the Data through the Models may differ substantially from market prices, especially for financial instruments with complex characteristics, such as derivatives, in which the Partnership may invest.

Where incorrect or incomplete Data is available, the Trading Advisor may, and often will, continue to generate forecasts and make investment decisions based on the Data available to it. Additionally, the Trading Advisor may determine that certain available Data, while potentially useful in generating forecasts and/or making investment decisions, is not cost effective to gather due to, among other factors, the technology costs or third-party vendor costs and, in such cases, the Trading Advisor will not utilize such Data. The Trading Advisor has full discretion to select the Data it utilizes. The Trading Advisor may elect to use or may refrain from using any specific Data or type of Data in generating forecasts or making trading decisions with respect to the Models. The Data utilized in generating forecasts or making trading decisions underlying the Models may not be (i) the most accurate data available or (ii) free of errors. The Data set used in connection with the Models is limited. The foregoing risks associated with gathering, cleaning, culling and analysis of large amounts of Data are an inherent part of investing with a quantitative, process-driven, systematic adviser such as the Trading Advisor.

When Models and Data prove to be incorrect, misleading or incomplete, any decisions made in reliance thereon expose the Partnership to potential losses and such losses may be compounded over time. For example, by relying on Models and Data, the Trading Advisor may be induced to buy certain investments at prices that are too high, to sell certain other investments at prices that are too low, or to miss favorable opportunities altogether. Similarly, any hedging based on faulty Models and Data may prove to be unsuccessful and when determining the Net Asset Value of the Partnership, any valuations of the Partnership’s investments that are based on valuation Models may prove to be incorrect. In addition, Models may incorrectly forecast future behavior, leading to potential losses on a cash flow and/or a mark-to-market basis. Furthermore, in unforeseen or certain low-probability scenarios (often involving a market event or disruption of some kind), Models may produce unexpected results which may or may not be System Events.

Errors in Models and Data are often extremely difficult to detect, and, in the case of Models, the difficulty of detecting System Events may be exacerbated by the lack of design documents or specifications. Regardless of how difficult their detection appears in retrospect, some System Events may go undetected for long periods of time and some may never be detected. When a System Event is detected, a review and analysis of the circumstances that may have caused a reported System Event will be completed and is overseen by an escalation committee made up of appropriate senior personnel. Following this review, the Trading Advisor in its sole discretion may choose not to address or fix such System Event, and the third party software will lead to System Events known to the Trading Advisor that it chooses, in its sole discretion, not to address or fix. The degradation or impact caused by these System Events can compound over time. When a System Event is detected, the Trading Advisor generally will not, as part of the review of circumstances leading to the System Event, perform a materiality analysis on the potential impact of a System Event. The Trading Advisor believes that the testing and monitoring performed on Models and the controls adopted to ensure processes are undertaken with care will enable the Trading Advisor to identify and address those System Events that a prudent person managing a quantitative, systematic and computerized investment program would identify and address by correcting the underlying issue(s) giving rise to the System Events, but there is no guarantee of the success of such processes. Investors should assume that System Events and their ensuing risks and

impact are an inherent part of investing with a process-driven, systematic investment manager such as the Trading Advisor. Accordingly, the Trading Advisor does not expect to disclose discovered System Events to the Partnership or to its investors.

The Partnership will bear the risks associated with the reliance on Models and Data including bearing all losses related to System Events other than in relation to losses arising from the Trading Advisor’s willful misconduct, negligence or breach of fiduciary obligations.

Trade Systems and Execution of Orders. The Trading Advisor relies extensively on computer programs, systems, technology, Data and Models to implement its execution strategies and algorithms. The Trading Advisor’s investment strategies, trading strategies and algorithms depend on its ability to establish and maintain an overall market position in a combination of financial instruments selected by the Trading Advisor. There is a risk that the Trading Advisor’s proprietary algorithmic trading systems may not be able to adequately react to a market event without serious disruption. Further, trading strategies and algorithms may malfunction causing severe losses. While the Trading Advisor has employed tools to allow for human intervention to respond to significant system malfunctions, it cannot be guaranteed that losses will not occur in such circumstances as unforeseen market events and disruptions and execution system issues.

Orders may not be executed in a timely and efficient manner due to various circumstances, including, without limitation, trading volume surges or systems failures attributable to the Trading Advisor, the Trading Advisor’s counterparties, brokers, dealers, agents or other service providers. In such event, the Trading Advisor might only be able to acquire or dispose of some, but not all, of the components of such position, or if the overall position were to need adjustment, the Trading Advisor might not be able to make such adjustment. As a result, the Partnership would not be able to achieve the market position selected by the Trading Advisor, which may result in a loss.

Trade Error Risk. The complex execution modalities operated by the Trading Advisor and the speed and volume of trading invariably result in occasional trades being executed which, with the benefit of hindsight, were not required or intended by the execution strategy or occasional trades not being executed when they should have been. To the extent a trade error is caused by counterparty, such as a broker, the Trading Advisor generally, to the extent reasonable and practical, attempts to recover any loss associated with such trade error from such counterparty. To the extent a trade error is caused by the Trading Advisor, a formalized process is in place for the documentation and resolution of such trade errors. Given the volume, diversity and complexity of transactions executed by the Trading Advisor on behalf of the Partnership, investors should assume that trade errors will occur on occasion. If such trade errors result in gains to the Partnership, such gains will generally be retained by the Partnership. However, if a trade error result in losses, they will be borne by the Trading Advisor in accordance with its internal policies unless otherwise determined by the General Partner.

Trading in OTC Markets Will Expose the Partnership to Risks Not Applicable to Trading on Organized Exchanges. The Partnership, through the Trading Company, may engage in OTC derivative transactions, such as: currency forward contracts traded in the interbank market; options on currency forward contracts; and swap transactions.

In general, there is much less governmental regulation and supervision of transactions in the OTC markets than of transactions entered into on organized exchanges. Most of the protections afforded to participants on U.S. and certain non-U.S. exchanges, such as daily price fluctuation limits and the performance guarantee of an exchange clearinghouse, will not be available in connection with OTC transactions. Consequently, the Partnership will be exposed to greater risk of loss through default than if it confined its trading to organized exchanges.

A portion of the Partnership’s assets may be traded in forward contracts. Such forward contracts are generally not traded on exchanges and are executed directly through forward contract dealers. However, certain forward currency exchange contracts are regulated as swaps by the CFTC and have begun being voluntarily traded on swap execution facilities. Some of these contracts may be required to be centrally cleared by a regulated U.S. clearinghouse, and may be required to be traded on a regulated exchange in the future. There is no limitation on the daily price moves of forward contracts, and a dealer is not required to continue to make markets in such contracts. There have been periods during which forward contract dealers have refused to quote prices for forward contracts or have quoted prices with an unusually wide spread between the bid and asked price. Arrangements to trade forward contracts may therefore experience liquidity problems. The Partnership therefore will be subject to the risk of credit failure or the inability of or refusal of a forward contract dealer to perform with respect to its forward contracts.

When trading currency forward contracts, the Trading Company may hedge the foreign currencies in order to limit the Trading Company’s exposure to fluctuations in exchange rates. However, there is no guarantee that such hedging will be successful.

Enhanced Regulation of the OTC Derivatives Markets. The European Market Infrastructure Regulation (“EMIR”) seeks comprehensively to regulate the OTC derivatives market in Europe including, in particular, imposing mandatory central clearing, trade reporting and, for non-centrally cleared trades, risk management obligations on counterparties. Similarly, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Reform Act”), enacted in July 2010, includes provisions that substantially increase the regulation of the OTC derivatives markets. The Reform Act requires that a substantial portion of OTC derivatives must be executed in regulated markets and be submitted for clearing to regulated clearinghouses, subject to margin requirements. OTC derivative dealers also are required to post margin to the clearinghouses through which they clear their customers’ trades instead of using such margin in their operations as was widely permitted before the Reform Act. Taken together, these regulatory developments have increased and will continue to increase the OTC derivative dealers’ costs, and these increased costs are generally passed through to other market participants in the form of higher upfront and mark-to-market margin, less favorable trade pricing, and the imposition of new or increased fees including clearing account maintenance fees.

The CFTC requires, and the SEC may in the future require, certain derivatives transactions that were previously executed on a bilateral basis in the OTC markets to be executed through a regulated futures or swap exchange or execution facility. Similarly, under EMIR, European regulators may require a substantial proportion of such derivatives transactions to be bought on exchange and/or centrally

cleared. Such requirements may make it more difficult and costly for investment funds, including the Partnership and/or the Trading Company, to enter into highly tailored or customized transactions. They may also render certain strategies in which the Partnership might otherwise engage impossible or so costly that they will no longer be economical to implement. The overall impact of EMIR and the Reform Act on the Partnership remains uncertain and it is unclear how the OTC derivatives markets will adapt to these new regulatory regimes.

Exchanges for Physicals/Swaps/Risk. While not a regular practice for the Trading Company, it may in rare instances engage in transactions known as exchanges for physicals (“EFP”), exchanges for swaps (“EFS”), or exchanges for risk/OTC derivatives (“EFR”). An EFP/EFS/EFR is a purchase or sale of a spot commodity/swap/derivative, as applicable, in conjunction with an offsetting sale or purchase of a corresponding futures contract involving the same or equivalent underlying commodity or instrument, without making an open and competitive trade for the futures contract on the exchange. EFPs, EFSs and EFRs are a permitted exception to the general requirement of the CEA that all futures contracts must be competitively executed on an exchange. They are permitted pursuant to the rules of the relevant exchanges, which vary from exchange to exchange. If the EFP, EFS or EFR does not comply with specific exchange requirements, particularly regarding possessing documentation evidencing possession of the underlying commodity or instrument, then the CFTC or the exchange may deem the transaction to be an illegal off-exchange futures contract. In addition, every EFP, EFS or EFR involves the transfer of an underlying commodity or entry into a swap or derivative on a bilateral basis, as applicable, with a counterparty in exchange for a related cleared futures contract. There is, therefore, counterparty credit risk if the counterparty or its clearing member on the futures leg fails to perform. Unlike other futures contracts that are deemed cleared by the clearinghouse upon trade matching or at the end of the business day, futures contracts arising out of EFPs, EFSs or EFRs may, under various clearinghouse rules, not be deemed accepted by the clearinghouse until the next business day.

Options on Futures Contracts May Be More Volatile Than Futures Contracts. The Trading Advisor may trade options on futures contracts. Options are speculative in nature and are highly leveraged. The purchaser of an option risks losing the entire purchase price of the option. The seller (writer) of an option risks losing the difference between the premium received for the option and the price of the underlying futures contract that the writer must purchase upon exercise of the option. Additionally, the seller and writer of the options lose any commissions and fees associated with such transactions. This could subject the writer to unlimited risk in the event of an increase in the price of the contract to be purchased or delivered. Successful trading of options on futures contracts requires a trader to accurately determine near-term market volatility because it often has an immediate impact on the price of outstanding options. Accurate determination of near-term volatility is more important to successful options trading than it is to long-term futures contract trading strategies because such volatility generally does not have as significant an effect on the prices of futures contracts.

Trading on Non-U.S. Exchanges and Markets Will Expose the Partnership to Risks Not Applicable to Trading on U.S. Exchanges and Markets. The Partnership, through the Trading Company, may engage in trading on non-U.S. exchanges and markets. The Partnership will be subject to the risk of fluctuations in the currency exchange rate between the local currency and the U.S. dollar and to the possibility of exchange controls. Trading on such exchanges and markets generally involves other risks not applicable to trading on U.S. exchanges and markets.

For example, such exchanges and markets:

•

may not provide the same assurances of the integrity (financial and otherwise) of the marketplace and its participants as do U.S. exchanges and markets;

•

may exercise less regulatory oversight and supervision over transactions and participants in transactions;

•

may not afford all participants an equal opportunity to execute trades;

•

may be subject to a variety of political influences and the possibility of direct governmental intervention;

•

may have different clearance and settlement procedures for transactions than U.S. exchanges and markets. There have been times when settlement procedures have been unable to keep pace with the volume of transactions on certain exchanges and markets, making it difficult to conduct trades; and

•

may be “principals’ markets” in which performance is the responsibility only of the member with whom the trader has dealt (the counterparty) rather than the responsibility of an exchange or clearing association. Each transaction on such an exchange or market may subject the Partnership to the risk of the counterparty’s credit failure or inability or refusal to perform its obligations.

Institutional Risks. Institutions, such as the banks and brokers, will have custody of the assets of the Partnership. These firms may encounter financial difficulties that impair the operating capabilities or the capital position of the Partnership, the Trading Company or the General Partner.

Counterparty Risk. The Partnership will be subject to the risk of the inability of counterparties to perform with respect to transactions, particularly uncleared swap and currency forward transactions, whether due to insolvency, bankruptcy or other causes, which could subject the Partnership to substantial losses. In an effort to mitigate such risks, the General Partner and Trading Advisor will attempt to limit transactions to counterparties, which are established, well-capitalized and creditworthy.

Affiliated Parties — Conflicts of Interest. Under the terms of the Limited Partnership Agreement, the General Partner has the authority to engage trading advisors to make trading decisions for the Partnership. Since the Trading Advisor is an affiliate of the General Partner, the General Partner has a conflict of interest with respect to its responsibilities to manage the Partnership for the benefit of the Limited Partners, and to prevent violations of the Partnership’s trading policies and to monitor for excessive trading by the Trading Advisor. In addition, the General Partner has a conflict of interest with respect to its responsibility to review the trading performance of the Partnership and a disincentive to terminate the advisory relationship between the Trading Advisor and the Partnership. There have been no arm’s-length negotiations with respect to the management and incentive fees that the Trading Advisor will charge the Trading Company or with respect to the other terms of the advisory agreement entered into with the Trading Advisor.

MiFID II. Each of the European Union’s re-cast Markets in Financial Instruments Directive (2014/65/EU) (the “MiFID II Directive”), the delegated and implementing European Union (“EU”) regulations made thereunder, the laws and regulations introduced by Member States of the EU to implement the MiFID II Directive and the EU’s Markets in Financial Instruments Regulation (600/2014) (“MiFIR” and, together with the MiFID II Directive, “MiFID II”) impose new regulatory obligations on the Trading Advisor. These regulatory obligations may impact on, and constrain the implementation of, the investment strategy of the Partnership and lead to increased compliance obligations upon and accrued expenses for the Trading Advisor and/or the Partnership.

Effects of Health Crises and Other Catastrophic Events. Health crises, such as pandemic and epidemic diseases, as well as other catastrophes such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events, that result in disrupted markets and/or interrupt the expected course of events, and public response to or fear of such crises or events, may have an adverse effect on the operations of and, where applicable, investments made by the Partnership and the Trading Company. For example, any preventative or protective actions taken by governments in response to such crises or events may result in periods of regional, national or international business disruption. Such actions may significantly disrupt the operations of the Partnership, the Trading Company, the General Partner and the other service providers to the Partnership. Further, the occurrence and duration of such crises or events could adversely affect economies and financial markets either in specific countries or worldwide. The impact of such crises or events could lead to negative consequences for the Partnership, including, without limitation, significant reduction in the Net Asset Value of the Partnership, reduced liquidity of the Partnership’s investments, restrictions on the ability of the Partnership to value its investments and the potential suspension of the calculation of Net Asset Value and the suspension of issues and/or redemptions of Interests.

Risks Associated with Use of AI. In line with advances in computing technology and data analytics, there has been an increasing trend towards utilizing artificial generative intelligence, large language models, machine learning, artificial neural networks, artificial narrow intelligence, or similar tools, models and systems generally referred to as “alternative intelligence” (collectively, “AI Tools”) as part of portfolio management, trading, portfolio risk management and other applications in the investment management processes used by various market participants. The Trading Advisor may utilize AI Tools in connection with managing the Partnership and certain vendors and counterparties of the Partnership, including third-party research providers, may use AI Tools. Although AI Tools have certain advantages and benefits for various applications, there are also risks to the Partnership that derive from the usage of AI Tools. In particular, many AI Tools are relatively recent developments and may be subject to one or more undetected errors, defects or security vulnerabilities. Some errors may be discovered only after an AI Tool has been used by end customers or after substantial operations in the marketplace. Any exploitable errors or security vulnerabilities discovered after such AI Tools are in widespread operation could result in substantial loss of revenues or assets, or material liabilities or sanctions.

Item 1B. Unresolved Staff Comments.

Not applicable.

Item 1C. Cybersecurity.

Risk Management and Strategy. The General Partner has written plans, procedures and policies that govern the Partnership’s general information security program. The General Partner has a Risk and Control Self-Assessment (“RCSA”) framework to help identify, measure, monitor and report important operational risks faced by the General Partner. Man Group has a Cyber Incident Response Plan (“CIRP”) which dictates how the Partnership reviews and responds to security alerts, events and incidents. Pursuant to the written incident response plan, in the event of a cybersecurity incident, the security team first identifies the incident, triages, and responds. The General Partner’s compliance team is also notified of the cybersecurity incident and, in conjunction with the legal team, assists in incident remediation and determining the materiality. As applicable, RCSAs are filed with the General Partner’s operational risk team in order to keep the General Partner informed on cyber risks. Ultimately, an aggregate response to a cyber incident is reported to Man Group’s risk committees, creating awareness and consideration of the top risks and overall levels of risk exposure.

The operational risk team also has service provider monitoring in place in order to oversee and identify cybersecurity threats associated with the Partnership’s use of third-party service providers. Prior to onboarding, the Partnership conducts due diligence for key new third-party services providers. This involves a diligence questionnaire sent by a cybersecurity training company that is then reviewed by the Partnership. The training company also assess the Partnership’s security status during onboarding for services providers and, for critical suppliers, at regular intervals throughout the life of the supplier’s contract.

The Audit and Risk Committee (“ARCom”) of the board of directors of the General Partner’s parent entity, (the “Board”) is responsible for risk governance and management frameworks, determining risk strategy and ensuring that risk is monitored and controlled effectively. The risk management framework requires that the Partnership operates within acceptable risk tolerances, while risk governance provides a foundation for potential oversight in an evolving cyber environment. The ARCom meets quarterly to discuss cybersecurity risks and events and reports its findings to the Board. The chief information security officer presents to the ARCom quarterly, including

providing incident reports for potentially material security incidents, and all Board members have the opportunity to ask questions. The full Board also discusses cybersecurity risks and events quarterly.

The General Partner uses both internal and external auditors for cybersecurity services. The General Partner maintains an Information Security Steering Committee chaired by Man Group’s chief information security officer (“CISO”) and which contains, among other members, Man Group’s chief technology officer (“CTO”). The CISO is a Certified Information Systems Security Professional (“CISSP”) and has over a decade of experience in the fields of technology and security. The General Partner utilizes a Security Operations Center (“SOC”) model and annual reports to prevent, detect, and respond to cybersecurity incidents. The General Partner has regular cybersecurity audits conducted by KPMG. Further, the General Partner contracts third parties to perform quarterly phishing testing, annual penetration tests, and a bi-annual red team exercise. These exercises consist of virtual simulations of cybersecurity incidents in order to test the effectiveness of the General Partner’s cybersecurity protection program. The exercises also help prepare the General Partner and Partnership to sufficiently respond in the instance of cybersecurity incidents. The General Partner also has a dedicated compliance function that focuses on the General Partner’s international operations in order to comply with international cybersecurity laws. The General Partner uses these processes as well as the RCSA and CIRP to stay informed about and monitor the prevention, detection, mitigation, and remediation of cybersecurity incidents.

Employees are required to complete annual cybersecurity training. The training is updated periodically in order to stay up to date with current laws and was last updated in the fourth quarter of 2023. The General Partner models risks, including security risks, and allocates risk capital accordingly, and does not carry cyber insurance.

In the past, the Partnership has experienced actual and attempted cybersecurity events and incidents. While prior incidents have not materially affected the General Partner’s or the Partnership’s business strategy, results of operations or financial condition, and although the General Partner’s processes are designed to help prevent, detect, respond to, and mitigate the impact of such incidents, there is no guarantee that a future cyber incident would not materially affect the General Partner’s or the Partnership’s business strategy, results of operations or financial condition. To date, the General Partner has not identified any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected the General Partner, the Partnership, the General Partner’s business strategy, the Partnership’s results of operation or the Partnership’s financial conditions.

Breaches in Information Technology Security. The General Partner and the Trading Advisor maintain information technology systems, consisting of infrastructure, applications and communications networks to support the Partnership as well as its own business activities. These systems could be subject to security breaches such as ‘cyber-crime’ resulting in theft, a disruption in the Trading Advisor’s ability to close out positions and the disclosure or corruption of sensitive and confidential information. Security breaches may also result in misappropriation of assets and could create significant financial and/or legal exposure for the Partnership. The General Partner and the Trading Advisor seek to mitigate attacks on their own systems but will not be able to control directly the risks to third-party systems to which it may connect. Any breach in security of the General Partner’s or the Trading Advisor’s systems could have a material adverse effect on the General Partner or the Trading Advisor and may cause the Partnership to suffer, among other things, financial loss, the disruption of its business, liability to third parties, regulatory intervention or reputational damage.

Item 2. Properties.

The Partnership does not own or use any physical properties in the conduct of its business. The General Partner and various service providers perform services for the Partnership from their offices.

Item 3. Legal Proceedings.

The General Partner is not aware of any pending legal proceedings to which either the Partnership is a party or to which any of its assets are subject. In addition there are no pending material legal proceedings involving either the General Partner or Trading Advisor.

Item 4. Mine Safety Disclosures.

Not applicable.

PART II

Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

(a)

Market Information.

There is no trading market for the Units, and none is likely to develop. Units may be redeemed upon 10 days’ written notice to the General Partner at their Net Asset Value as of the last business day of each calendar month; provided, however, that each Limited Partner must maintain a minimum investment of $25,000 and $10,000, respectively of Class A Units and Class B Units, in the Partnership following any redemption initiated by such Limited Partner in order to remain invested in the Partnership.

(b)

Holders.

As of December 31, 2024, there were 227 holders of Class A-1 Units, 15 holders of Class A-2 Units and 243 holders of Class B-1 Units.

(c)

Dividends.

No distributions or dividends have been made on the Units, and the General Partner has no present intention to make any.

(d)

Securities Authorized for Issuance Under Equity Compensation Plans.

None.

(e)

Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities.

The Partnership may admit additional Limited Partners to the Partnership and permit additional capital contributions to be made to the Partnership as of the first business day of any calendar month or at such other times as the General Partner may determine. There were no underwriting discounts or commissions in connection with the sales of the Units described below. The following table summarizes the amount subscribed during the three months ended December 31, 2024:

    Date of Subscription:

    Class A-1
 Amount Subscribed:

    Class A-2 
 Amount Subscribed:

    Class B-1
 Amount Subscribed:

    (last business day)

October 2024

—

—

—

November 2024

—

—

—

December 2024

—

—

—

Total

—

—

—

(f)

Issuer Purchases of Equity Securities.

Pursuant to the Limited Partnership Agreement, a Limited Partner may redeem some or all of its Units as of the last business day of each calendar month at the then current month-end Net Asset Value. The redemption of Units has no impact on the value of Units that remain outstanding, and Units are not reissued once redeemed. The following table summarizes the amount redeemed during three months ended December 31, 2024:


Date of Redemption:	Class A-1 Amount Redeemed:		Class A-2 Amount Redeemed:		Class B-1 Amount Redeemed:
(last business day)
October 2024	$	41,340	$	—	$	—
November 2024	$	193,995	$	568,650	$	518,385
December 2024	$	263,008	$	—	$	630,938
Total	$	498,343	$	568,650	$	1,149,323

Each of the amounts redeemed from the Partnership as of the last business day of October 2024, November 2024, and December 2024 was determined based on redemption requests received from Limited Partners in respect of the redeemed Units.

Item 6. Selected Financial Data.

The following is a summary of operations for the fiscal years 2024, 2023, 2022, 2021, and 2020 and total assets of the Partnership at December 31, 2024, 2023, 2022, 2021, and 2020.


	For the Year Ended		For the Year Ended			For the Year Ended		For the Year Ended		For the Year Ended
	December 31, 2024		December 31, 2023			December 31, 2022		December 31, 2021		December 31, 2020
Revenue:*
Net realized gains/(losses) and change in unrealized appreciation/depreciation		1,940,597	$	(3,848,216	)	$	16,528,604	$	12,312,822	$	9,655,632
Interest income		4,144,907		4,448,208			1,367,524		59,757		510,991
Other Income		54,097		4,731			61,035	—			4,845
Expenses:**
Incentive fees		—		—			—		—		—
Management fees		2,532,198		2,764,467			2,925,061		2,741,440		2,603,364
Servicing fees		846,677		925,054			979,160		918,065		871,180
Brokerage commissions		157,250		132,715			105,501		143,451		138,727
Administrative expenses		1,230,181		979,247			814,919		939,538		869,967
Net income/(loss)	$	1,373,295	$	(4,196,760	)	$	13,132,522	$	7,630,085	$	5,688,230
Total assets	$	77,729,211	$	88,042,527		$	96,721,385	$	88,987,086	$	86,720,650
Total Partnership capital	$	76,261,491	$	86,724,037		$	95,974,747	$	88,174,579	$	84,817,626
Net Asset Value per outstanding unit — Class A — Series 1***	$	4,868.88	$	4,816.17		$	5,046.95	$	4,402.83	$	4,040.79
Net Asset Value per outstanding unit — Class A — Series 2***	$	5,931.78	$	5,794.47		$	5,996.48	$	5,166.02	$	4,682.16
Net Asset Value per outstanding unit — Class B — Series 1***	$	4,868.67	$	4,815.96		$	5,046.72	$	4,402.64	$	4,040.61
Net Income/Loss per unit Class A — Series 1^	$	80.26	$	(225.77	)	$	658.74	$	372.99	$	237.00
Net Income/Loss per unit Class A — Series 2^	$	239.83	$	(206.95	)	$	955.09	$	477.27	$	395.07
Net Income/Loss per unit Class B — Series 1^	$	72.77	$	(230.20	)	$	673.19	$	369.12	$	253.32

* Allocated to the Partnership from its investment in the Trading Company. The Trading Company generates revenue from the trading of futures, foreign exchange, forward currency contracts and treasury bills.

** Expenses include the Partnership’s allocation of expenses from its investment in the Trading Company in addition to direct expenses of the Partnership.

*** Difference in net asset value recalculation and net asset value stated is caused by rounding differences.

^ Based on weighted average units outstanding during the year.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Reference is made to “Item 8. Financial Statements and Supplementary Data.” The information contained therein is essential to, and should be read in conjunction with, the following analysis.

Liquidity and Capital Resources

Units may be offered for sale as of the first business day, and may be redeemed as of the last business day, of each month.

The Partnership raises additional capital only through the sale of Units and capital is increased through trading profits (if any) and interest income. The Partnership does not engage in borrowing. The Partnership, not being an operating company, does not incur capital expenditures. It functions solely as a passive trading vehicle, investing the substantial majority of its assets in the Trading Company. Its remaining capital resources are used only as assets available to make further investments in the Trading Company and to pay Partnership expenses. Accordingly, the amount of capital raised for the Partnership should not have a significant impact on its operations.

Partnership assets not invested in the Trading Company are maintained in cash and cash equivalents in bank accounts or accounts with The Bank of New York Mellon and are readily available to the Partnership. The Partnership may redeem any part or all of its limited partnership interest in the Trading Company at any month-end at the net asset value per unit of the Trading Company. The Trading Company’s assets are generally held as cash or cash equivalents which are used to margin futures and provide collateral for forward contracts and other OTC contract positions and are withdrawn, as necessary, to pay redemptions (to the Partnership and other investors in the Trading Company). Other than potential market-imposed limitations on liquidity, due, for example, to limited open interest in certain futures markets or to daily price fluctuation limits, which are inherent in the Trading Company’s futures trading, the Trading Company’s assets are highly liquid and are expected to remain so.

During its operations through December 31, 2024, the Partnership experienced no meaningful periods of illiquidity in any of the numerous markets in which it trades.

Critical Accounting Policies

The Partnership records its transactions in futures contracts, forward contracts and other derivatives, including related income and expenses, on a trade-date basis. Open futures contracts traded on an exchange are valued at fair value, which is based on the closing settlement price on the exchange where the futures contract is traded by the Partnership on the day with respect to which the Partnership’s Net Asset Value is being determined. Open forward contracts and other derivatives are valued at fair value using independent pricing services, which use market observable inputs in their valuations. If the General Partner determines the fair value of an investment cannot be accurately determined pursuant to the foregoing methods, such investment shall be assigned such fair value as the General Partner may determine in its sole discretion.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions, such as accrual of expenses, that affect the amounts and disclosures reported in the financial statements. Based on the nature of the business and operations engaged in by the Partnership, the General Partner believes that the estimates utilized in preparing the Partnership’s financial statements are appropriate and reasonable; however, actual results could differ from the estimates. The estimates do not provide a range of possible results that would require the exercise of subjective judgment. The General Partner further believes that, based on the nature of the business and operations of the Partnership, no other reasonable assumptions relating to the application of the Partnership’s critical accounting estimates other than those to be used would likely result in materially different amounts from those reported. The Partnership’s significant accounting policies are described in detail in Note 2 to the Financial Statements.

Allocations by Market Sector

The following table indicates the percentage of the Partnership’s assets allocated to initial margin for the Partnership’s open trading positions by market sector as of December 31, 2024. The Partnership’s capitalization was $76,261,491 as of December 31, 2024. Also see Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” below.


Fiscal Year 2024
Market Sector	Margin Allocation as of December 31st		% of Capitalization as of December 31st
Agricultural	$	2,217,938.16		2.91	%
Bonds	$	1,549,303.78		2.03	%
Credit	$	3,646,872.80		4.78	%
Currencies	$	6,220,570.15		8.16	%
Energy	$	513,717.47		0.67	%
Interest rates	$	1,815,214.34		2.38	%
Metals	$	943,717.79		1.24	%
Stock indices	$	2,872,959.89		3.77	%
Total*	$	19,780,294.38		25.94	%

*Total amount does not foot due to rounding.

Results of Operations

Due to the nature of the Partnership’s trading, the Partnership’s income or loss from operations may vary widely from period to period. Management cannot predict whether the Partnership’s future Net Asset Value per Unit will increase or experience a decline. The Partnership was organized in September 1997 under the Delaware Revised Uniform Limited Partnership Act and commenced operations on April 3, 1998.

Performance Summary

The Partnership is a speculative managed futures fund which trades pursuant to the AHL Diversified Program, indirectly through its investment in the Trading Company. The AHL Diversified Program is a futures and forward OTC price trend-following, trading system. The AHL Diversified Program is entirely quantitative in nature and implements trading positions on the basis of statistical analyses of past price histories. The AHL Diversified Program, like most trend-following systems, is designed in the anticipation that most of its trades will be unprofitable; the objective of overall profitability depends on the system identifying certain major trends which occur and recognizing significant profits from participating in such trends.

The past performance of the AHL Diversified Program is not necessarily indicative of its future results. This is the case with all speculative trading strategies. Moreover, the markets in which the AHL Diversified Program is active have seen major changes in recent years, including the influx of entirely different classes of market participants. These changed circumstances may mean that the markets in which the Trading Advisor has previously traded on behalf of the Trading Company are not necessarily representative of those in which it trades on behalf of the Trading Company currently.

As a speculative futures fund, the Partnership (through the Trading Company) effectively maintains all of its capital in reserve. The Trading Company does not “buy” or “sell” futures or forward contracts in the traditional sense; rather, through taking positions in these markets, the Trading Company, and thus the Partnership indirectly, acquires loss/profit exposure and uses its capital to cover losses and provide margin (which constitutes a good faith deposit towards the Trading Company’s (but not the Partnership’s) obligation to pay such losses) to support its open positions. Each of the Partnership and the Trading Company maintains most of its capital in cash and cash equivalents.

Futures trading programs are proprietary and confidential. As is the case with any speculative futures fund, it is impossible to predict how the Partnership will perform. It is not possible, as it is in the case of an operating business, to predict performance trends, analyze future market conditions or evaluate the likely success or failure of the Partnership.

There are certain general market conditions in which the Partnership is more likely to be profitable than in others. For example, in trendless or stagnant markets, the AHL Diversified Program is unlikely to be profitable. On the other hand, trending markets with substantial price change momentum can be favorable to the AHL Diversified Trading Program. However, because of the continually changing population of market participants as well as supply and demand characteristics, it cannot be predicted how the AHL Diversified Program, and thus the Partnership, will perform in any given market conditions.


	2024		2023
	31-Dec-24		31-Dec-23
Ending Equity	$	76,261,491	$	86,724,037

2024

Partner’s capital decreased $ 10,462,546 for the year ended December 31, 2024. This decrease was attributable to subscriptions in the amount of $ 415,000, redemptions in the amount of $ 12,250,841 and net gain from operations of $ 1,373,295.

For the year ended December 31, 2024, the Partnership accrued or paid total expenses of $ 4,766,306, including $ 846,677 in servicing fees, $ 2,532,198 in General Partner administrative fees and Trading Advisor management fees, and $ 1,387,431 in other expenses. Interest of $ 4,144,907 was earned or accrued on the Partnership’s share of the Trading Company’s cash and cash equivalents and broker balances.

The Net Asset Value of a Class A-1 Unit increased by $ 52.71 to $ 4,868.88. The Net Asset Value of a Class B-1 Unit increased by $ 52.71 to $ 4,868.67. The Net Asset Value of Class A-2 Unit increased by $ 137.31 to $ 5,931.78.

In January, the Partnership’s equity trading generated gains. Long positions in the Nikkei and Tokyo Stock Exchange Index were top performers for the Partnership, though a long position in the Korean Kospi generated offsetting losses. In February, the Partnership’s equity trading continued its positive trend, with boosts from the S&P500 and Taiwanese indices. Losses were incurred from shorts in the Hang Seng and Chinese equities. In March, the Partnership’s equity trading was similarly positive as the Partnership’s long positioning in equity indices, particularly in Taiwan, generated gains and offset losses form short positions in the Hang Seng and FTSE China A50 indices. In April, the Partnership’s long equity positions generally experienced losses, though a long position in the FTSE100 index delivered some gains as well. In May, the Partnership’s net long equity positions, specifically in Taiwanese equities, were profitable. In June, marginal gains in equities were generated as the Partnership’s two index positions in Taiwan topped the performance table for both the month and the year, while a loss was experienced from a long in the CAC 40 index. In July, Japanese indices fell and long positions in Taiwanese indices suffered. However, gains from longs in Canadian and Australian indices offset these losses. In August, the Partnership’s equity trading was negative, with long Asian indices particularly affected and long US small caps and European indices compounding declines. In September, the Partnership’s equity trading returned to positive with longs in the MSCI EM index and Hang Seng as top performers, while a loss was made from a short in the FTSE China A50 index. Trading in equities dipped into the red as October drew to a close, though a long Nikkei position was a lonely bright spot. In November, the Partnership’s equities positions had positive returns , notably S&P500, Russell 2000, as well as Canada’s TSX, though there were offsetting losses from a long in the tech-heavy FTSE Taiwan index. In December, the Partnership’s long equities stance was not profitable. The worst performer was the Russell 2000, while Asian indices such as the Tokyo Stock Exchange and FTSE Taiwan escaped relatively unscathed.

In January, the Partnership’s credit trading finished underwater, but in February, long credit positions were accretive, driven by European and US high-yielding names. In March, the Partnership’s credit trading continued its positive trend because aggregate long positions in credit, most notably in US investment-grade and high-yield indices, increased. In April, the Partnership’s credit trading was negative, as long credit positions generated losses, with the US and EU higher-yielding names faring worst. However, the Partnership’s credit trading was positive in May. Broadly positive market sentiment boosted long credit positions, most notably in the US. In June, Credit trading was bifurcated; the Partnership experienced losses from its European index positioning while trading in the US indices finished the month around flat. In July, Credit trading obtained the top performance on the month, led by long positions in high-yielding names in the US and Europe. In August, credit trading was down as credit spreads widened, the Partnership’s long high yield exposure lead to declines. Comparatively, long credit positions were all beneficial in September, most notably in high yielding CDS indices on both sides of the Atlantic. In October, long credit positions eked out a small gain in aggregate. In November, long risk positions across the board in CDS generated gains, notably high-yield and investment-grade indices in the US, but long credit positions finished in the red in December.

In January, commodity trading, while largely flat, had some of the Partnership’s worst performing positions, including shorts in natural gas, gold and copper. In February, the Partnership’s commodities trading turned positive, as agricultural delivered strong returns driven by a short position in corn and a long position in cocoa and energies saw gains accrued from a short in natural gas, while metals trading detracted, led by copper. In March, energies trading was positive, driven by a short in US natural gas and long positions in crude oil gold, and cocoa, while shorts in soybeans and corn provided offsetting losses. In April, metals did the best, with long positions in copper and gold generating positive returns. Returns from trading agricultural were more muted, with losses from a short wheat position offset by gains from long coffee. Energies trading generated losses from short US natural gas, long gas oil and short carbon emissions. In May, commodities trading generated losses, with energies doing the worst, as the Partnership’s short in US natural gas was one of the worst performers. Within agricultural, losses stemmed from short positions across the soy complex. Metals trading, however, provided gains through long silver and copper positions. The Partnership’s energies trading was negative in June. Trading in metals struggled with losses seen in copper, and energy trading dipped into the red, driven by losses from a short heating oil position. Agricultural trading, on the other hand, generated gains via short positions in corn and in the soy complex. In July, trading in agricultural generated gains, most notably from short soybeans position, while energies trading was broadly flat, with gains from short US natural gas being offset by losses from long oil positions. Within metals, longs in both silver and copper detracted. In August, commodities trading losses stemmed from metals (notably short aluminum) and energies trading (long oil). Agricultural trading partially offset losses as coffee surged. In September, the Partnership’s metals trading turned positive on the whole, offset by losses from agricultural and energies trading. Trading in commodities was mixed as a declining US dollar and falling rates were positive for longs in precious metals. A short US natural gas position was hurt as prices rose. Within agricultural, returns were quite disparate; a long in coffee was beneficial, while losses were seen in the soy complex. In October, commodities trading was positive, with gains from metals (gold in particular) and agriculturals (shorts in soybeans) outweighing losses from energies, principally from the oil complex (including crude and heating oil). In November, positive returns from agriculturals, specifically long positions in coffee, failed to offset losses from short positions in US natural gas and long positions in gold and silver. Similarly in December, commodity trading lost out overall, with losses from long positions US natural gas and gold and short positions in wheat and soyameal more than offsetting gains from long cocoa and short platinum positions.

In January, the Partnership’s FX trading was negative. Shorts in both the Japanese Yen and South Korean Won against the US dollar were also profitable, though losses were seen in other positions, notably a long in the New Zealand dollar against the US dollar. In February, the US dollar’s increasing value generated gains for the Partnership’s long USD crosses, with the top performer coming against the Japanese yen. Losses were incurred in the British pound and the New Zealand dollar. In March, the Partnership’s trading in currency markets was beneficial in aggregate. The Mexican peso outperformed the US dollar, which was beneficial for the Partnership’s long exposure. Short positions in the Japanese yen against multiple currencies generated gains as the currency continued to decline. Losses were experienced trading the Israeli shekel and British pound against the US dollar. In April, the Partnership’s currency trading was positive, as the Partnership’s net long US dollar positions performed well against a variety of currencies, specifically, the Japanese Yen. Though a short position in the US dollar against the Mexican Peso generated a loss. In May, the Partnership’s currency trading turned negative. The Partnership’s broad net long US dollar positioning, most notably against the Swiss franc and Norwegian krone incurred losses. Japan’s yen rose, generating losses, but were mostly recovered as it fell back again as the month progressed. In June, trading in currencies finished flat, but there was considerable intra-sector variability. The Japanese yen continued to fall against multiple currencies, which suited positioning, though gains were offset from losses in the Partnership’s long position in the Mexican peso against the US dollar. In July, the Partnership’s currency trading was negative. A net long US dollar overall position was not profitable, while the Partnership’s short yen position against the US dollar was also unprofitable, however, the Partnership’s position in Sterling against a basket of currencies led to some offsetting gains. The Partnership’s currency trading continued negative in August. Forex trading dragged on performance amid a softening US dollar, particularly against Asian currencies, where short exposure to the Korean won and Chinese renminbi drove declines. The US dollar weakening hurt the Partnership’s net long US dollar positioning, however long Sterling helped offset as the pound hit a two-year high against the US dollar. However, in September, the Partnership’s currency trading reverted to positive as a decreasing US dollar lead to gains in currency pairs such as the South African rand and British pound. Losses were incurred from a long position in the Chilean peso against the US dollar, however, as the Chilean central bank cut rates but gave dovish forward guidance. In October, the Partnership’s currency trading was negative, with losses in the Partnership’s aggregate short positioning in the US dollar and positions in the British pound, while the Partnership’s position in the Japanese yen generated some offsetting gains. In November, the long US dollar positions provided gains, along with positions in the South Korean won and Swiss franc, while the British pound provided offsetting losses. In December, the Partnership saw profits from the Partnership’s short position in the Japanese yen, as well as a short position in the Korean won against the US dollar. Losses were incurred trading the South African rand.

In January, the Partnership’s fixed income trading was negative with the Partnership’s net long exposure accounted for most of the Partnership’s losses for the month. In February, fixed income trading turned positive, with gains from short positions in short duration instruments, including SOFR and 2-year German bonds. Losses were incurred from long positions in Italian bonds. In March, fixed income trading finished the month negative as well, and flat aggregate net positions. The Italian 10-year bond futures performed positively, while a short position in SONIA generated a loss. In April, the Partnership’s fixed income trading was positive. The Partnership’s short fixed income positions were largely profitable, though losses were experienced trading Japanese bond futures. In May, the Partnership’s bond trading was negative. The increase in bonds in the beginning of the month hurt the Partnership’s short positions in treasuries across the maturity spectrum, though despite an early loss in the Partnership’s short position in Japanese bonds, the position ended the month as the sector’s top performer. In June, the Partnership’s fixed income trading was negative. The decline in yields affected the Partnership’s short positioning in rates markets, with losses experienced notably in Euribor and SOFR contracts. In contrast, the Partnership experienced small gains in OAT yields. In July, the Partnership’s fixed income trading was negative. The Partnership’s fixed income losses were concentrated at the short end of the curve as increased rate cut expectations hurt positions in Euribor and SOFR. Further out the maturity spectrum, European bond positions generated the biggest losses, flipping from short to long in the process. In August, the Partnership’s Fixed income losses were concentrated at the short end of the curve with the Partnership only just switching to net long amid the early August rout, which suffered later in the month. Performance was mixed further out the maturity spectrum, with long Japanese bonds generating notable declines. In September, the Partnership’s fixed income trading generated gains. The Partnership’s transition to long fixed income over the quarter was rewarded as yields declined across most regions and tenors. Top performers were Italian bonds, and a loss was incurred in Gilts. In October, the Partnership’s fixed income trading resulted in losses. The Partnership’s long fixed income positions across the curve experienced losses. Italian bonds and Euribor futures caused the greatest pain. Aggregate long positions transitioned to short as the month progressed, which was beneficial to the Partnership’s short in UK gilts as the budget news at month end was digested negatively. In November, trading in fixed income was broadly flat, with gains from long Euribor positions were offset by losses from other short positions. In December, fixed income finished underwater as gains from shorts in all tenors along the US curve, were offset by losses in long positions in Italian and Korean government bonds.

2023

Partner's capital decreased $9,250,710 for the year ended December 31, 2023. This decrease was attributable to subscriptions in the amount of $ 1,570,000 , redemptions in the amount of $ 6,623,950 and net loss from operations of $4,196,760.

For the year ended December 31, 2023, the Partnership accrued or paid total expenses of $4,801,483, including $925,054 in servicing fees, $ 2,764,467 in General Partner administrative fees and Trading Advisor management fees, and $1,111,962 in other expenses. Interest of $4,448,208 was earned or accrued on the Partnership’s share of the Trading Company’s cash and cash equivalents and broker balances.

The Net Asset Value of a Class A-1 Unit decreased by $230.78 to $4,816.17. The Net Asset Value of a Class B-1 Unit decreased by $230.76 to $4,815.96. The Net Asset Value of a Class A-2 Unit decreased by $202.01 to $5,794.47 .

The Partnership’s equity trading in January was positive, due to gains from the Australian SPI 200 index. Nasdaq rose 11% after a -33% return in 2022, which did not benefit the Partnership’s short position. Losses were incurred via short in the Korean Kospi. In February, the Partnership’s equity trading was down due to long positions in the Australian SPI 200 and MSCI Emerging Markets indices. The

trend continued in March as a long position in the FTSE 100 as well as a short in the Australian SPI 200 detracted from an equity standpoint. In April, the Partnership’s long positions were generally profitable, along with its short positioning in the VIX volatility index, with long positions in MSCI Taiwan and India’s Nifty index generating offsetting losses. In May, the Partnership’s equity trading was profitable, with the Nikkei as the most profitable, and the Partnership’s position in the Taiwan MSCI also performing well. In June, front-end positions had the best returns, including SONIA and SOFR rates. Taiwan’s MSCI performed well, along with longs in Japanese stock indices, while losses were incurred in trading the Hang Seng and H-Shares Index. In July, equity trading incurred gains from longs in the S&P500, Italian and Taiwanese indices, overcoming losses from shorts in the Hang Seng and H-Shares Index. The Partnership’s equity trading registered a loss in August, with shorts in the MSCI Singapore and MSCI EM indices generated a share of such losses. In September, the Taiwan MSCI index suffered a loss, while shorts in the MSCI EM and Hang Seng indices gained. The Partnership began October net short equities, generating gains from a short in the Korean Kospi index. A short in the Korean Kospi benefitted when the index fell. In November, gains from the Partnership’s short position in FTSE China A50 were offset by losses in its positions in the Korean Kospi and MSCI EM index. The Partnership ended the year in December with a net long positioning in stocks, bringing in gains as globally stocks finished the year strong.

In January, several of the Partnership’s short positions, such as Italian and Australian government bond futures, flipped to long, incurring losses in the process. In February, the aggregate short position benefitted, though the greatest beneficiaries were US instruments at the 3m, 2y, and 5-year points. Canadian bonds and the US 5 year treasury generated losses in fixed income trading in March, as all markets were contributed negatively. In April, the Partnership’s small and varied positions in bonds detracted over the month as well. Losses continued into May as European bonds rallied sharply, leading to losses from a short Italian government bond position. The Partnership incurred positive returns in June with fixed income trading turning in the best performance over the month from shorts. US Treasuries out to the 10-year point performed best, though there were offsetting losses trading French and German bonds. In July, fixed income trading generated losses. Longs in the Italian 10 year bond detracted the most, while shorts in US and Canadian instruments attributed positively. Trading in fixed income was flat in August. Primarily short positions were beneficial in the first half of August, most notably in long-dated US treasuries which remained beneficial overall. Positioning in Italian 10-year government future bonds was long at the start of the month and was hurt by the inflation data in Europe. In September, the Partnership’s short positions in fixed income, particularly in longer-dated US bonds and Italian bonds were profitable. A short in 3-month Sonia was the sole detractor. In October, the Partnership’s bond exposure was short and stable, with Australian bonds topping the table. Short positions in European bonds from Italy and Germany contributed losses. In November, the Partnership’s short positioning in bonds generated losses as market moves went against positioning. Losses were greatest across tenors in US futures, though there were also losses from shorts in Australia and Italy. In December, the Partnership’s aggregate positioning in bonds moved from flat to long as the month progressed, rewarding the Partnership as yields compressed. Italian bonds performed best, while Australian and long-dated US instruments were slower to move from short to long and incurred small losses.

In January, the US dollar continued to fall from its peak in November 2022. This trend was picked up through long positions in commodity currencies, primarily the Mexican and Chilean pesos. Short positions in the Colombian peso and Israeli shekel against the US dollar generated losses. Trading in currencies generated a positive return for the month of February. However, a long position in the UK 10 year gilts generated a loss. The Partnership produced a gain from long US dollar currency crosses as the US dollar rose. Top performers in February included the Swiss franc and the Israeli shekel. Short dollar positions against the Euro and Singapore dollar generated losses. Currency trading in March was mixed, with an overall net loss. Short positions in safe-haven currencies, including the Swiss franc and Japanese yen, generated losses. A long Euro against the Norwegian krone, as well as a long Chilean peso against the US dollar generated modest gains. In April, the Partnership’s FX trading saw profitable short positions in the Japanese yen against the Euro and British pound and losses from its mixed positions in the Swiss franc and Canadian dollar against the US dollar. The Partnership’s FX trading turned in the strongest performance over the month of May, most notably long US dollar crosses as markets perceived possibly more rate rises from the Fed. The Chinese renminbi and Norwegian krone were standouts, while a trade in the Euro against the US dollar lost out as the position flipped from long to short. Trading in fixed income was also profitable for the Partnership, most notably from shorts in 3m Sonia and UK Gilts. In June, there was a positive return. Currency trading maintained strong, as the Partnership’s long position in the Mexican Peso against the US dollar proved profitable. Longs in the British pound against the Japanese yen also generated gains. Losses were incurred in trades on the Australian dollar. However, in July, currencies detracted the most. Shorts in the Japanese yen against US dollar, Australian dollar and Euro crosses were the main culprits as the currency advanced. In general, long US dollar crosses such as those against the Swiss franc and South Korean won generated losses, while short crosses against commodity currencies such as the Mexican and Colombian pesos generated gains. In August, currency trading was beneficial, particularly from pairs featuring a long US dollar position. The Australian dollar fell relative to the US dollar, generating gains for the Partnership. A long position in the Brazilian real generated losses. The Partnership saw a mix of gains and losses in the month of September, with gains from a short Swiss franc position against the US dollar and offsetting losses from long positions in the Sterling against the Japanese Yen, the Australian dollar and US dollar. In October, the Partnership’s broad long US dollar position against a wide basket of currencies, including the Israeli Shekel, the Canadian Dollar and the Japanese Yen was profitable. Long positions in emerging market currencies such as the Mexican and Colombian Pesos detracted from the Partnership’s gains. November saw losses in the Partnership’s net long US dollar position against currencies such as the South Korean won, Swiss franc, and Japanese yen. Short positions in the US dollar against commodity currencies, for example, the Brazilian real and Mexican peso, provided small offsetting gains. The year ended with a slight downturn in currencies, with losses driven by pairs with long US dollar crosses. This affected the Japanese yen in particular. Longer positions in commodity currencies, such as the Colombian pesos, against the US dollar were profitable.

In January, the Partnership generated a positive return with gains in commodities. Profits in commodity trading originated mostly from energy and metals, specifically China’s long copper and gold positions. The price of natural gas fell on both sides of the Atlantic, and profited the Partnership. Short positions in coffee and platinum generated small losses. In February, the Partnership suffered losses from commodities. Losses in commodities were driven by metals, most notably longs in precious metals, and gold. Losses from generally short positions in the oil complex led to an overall negative return in energies. Gains were generated in agricultural trading, led by a short in wheat. In March, a silver position generated a loss as it flipped from short to long. Prices of EUA carbon emissions fell, along with risk assets, generating losses for the Partnership’s long position. Sugar trading was beneficia, as prices hit a 10-year high. Trading in commodities was mixed in April. Agricultural, in particular a long position in sugar, were the standout, while volatile oil prices

were detrimental to the Partnership’s positions in oil. Trading in metals was positive, with profits generated from a short zinc position, while a long in copper detracted. In May, all sub-components of the Partnership’s commodities trading were beneficial. Prices across the soy complex fell, benefitting the Partnership’s short positioning, while a long sugar position lost out as prices fell. Energies notched up a small gain in aggregate, benefitting from a US natural gas short. Within metals, long precious positions detracted from the Partnership’s returns. In June, the Partnership suffered losses, primarily due to energies. Metals and agricultural trading also experienced difficulties, with copper and soybean prices in particular suffering significant reversals. Gains were accrued from a cocoa long. Commodity markets were mixed in July. Metals trading generated losses, with Aluminum in particular bouncing off a multi-month low. Trading in agricultural was flat, with gains from long cocoa positions offsetting losses from short corn. Energies represented the sole gain as longs in the crude complex generated gains for the Partnership. Commodity trading was difficult in August, as observed in metals, where silver positioning whipsawed, and US natural gas prices were volatile. However, gains were made in agricultural through cocoa longs and wheat shorts. By September, commodity gains were dominated by long oil positions, both Brent and WTI crude. Metals was slightly lower, as losses in aluminum and zinc shorts outweighed gains short nickel positions. Within agricultural, long sugar positions generated a gain while long cocoa lost out. Commodities trading was difficult in all sub-sectors in October. Oil was volatile, leading to losses from long positions. Gold spiked, reversing its multi-month downward trend. In the aggregate, there were losses in agricultural commodities, but the standout positive performer was a long in cocoa. In November, short US natural gas positions profited along with the Partnership’s long position in cocoa, though offsetting losses came from a short position in copper. Commodities trading finished the year in December with losses. Metals were the worst performer, with silver being the worst individual performer. Trading in agricultural was broadly flat.

Credit spreads narrowed over the month of January, benefitting short protection CDS positions in US investment-grade and European higher-yielding indices. There were no offsetting profitable fixed income positions in January. The Partnership generated a positive return with gains from credit. Fixed income prices rallied in January on expectations that central banks may ease their rate-hiking plans. In February, trading in credit suffered losses in US CDS indices overcoming smaller gains in European indices. Risk-on positions in CDS indices were hurt in March, with European and US investment-grade companies in the crosshairs. A decline of 61bp on 13th of March for US 2-year Treasury yields was the largest decline in over 40 years and was detrimental to a short in the instrument and indeed all other tenors of US treasuries traded by the Partnership. Credit trading was slightly positive for the Partnership in April. In May, the Partnership generated a positive return net of fees with gains generated across all asset classes. However, the Partnership’s credit trading was flat for May. In June, the credit trading generated a positive return. Credit spreads tightened, resulting in small gains for the Partnership’s long credit positions. In July, long credit positions in Europe across both investment grade and high-yield names, implemented via short CDS indices, generated losses. July was positive for the Partnership’s risk assets, with key US indices delivering their fifth successive positive month. Long credit positions generated losses in August and September. Credit positions flipped from long to short as October progressed, leading to a loss in aggregate, with European investment-grade and crossover indices suffering most. In November, the Partnership’s credit position migrated from short to long early in the month, and generated net gains, primarily in European investment grade and high-yield indices. The Partnership’s long credit positioning in December generated gains.

2022

Net assets increased $7,800,168 for the year ended December 31, 2022. This increase was attributable to subscriptions in the amount of $2,352,800, redemptions in the amount of $7,685,154 and net income from operations of $13,132,522.

For the year ended December 31, 2022, the Partnership accrued or paid total expenses of $4,824,641, including $979,160 in servicing fees, $2,925,061 in General Partner administrative fees and Trading Advisor management fees, and $920,420 in other expenses. and interest of $1,367,524 was earned or accrued on the Partnership’s share of the Trading Company’s cash and cash equivalents and broker balances.

The Net Asset Value of a Class A Unit increased by $644.12 to $5,046.95. The Net Asset Value of a Class B Unit increased by $644.08 to $5,046.72. The Net Asset Value of a Class A-2 Unit increased by $830.46 to $5,996.48.

The Partnership’s equity trading in January was marginally positive, as gains were accrued from longs in North American capital goods, and Taiwanese indices. A short position in the VIX volatility index, on the other hand, caused losses as the index spiked in the final few days. The Partnership’s equity trading also finished February in positive territory, with the Partnership’s positions in the S&P TSX 60 and Nikkei futures being top performers. In March, the Partnership’s gains in equity trading was led by its dominantly long equity positions, as well as its positions in Sweden’s OM index and Germany’s Dax indices. A short VIX volatility position was also beneficial as, as were long credit positions particularly in Europe. In April, positive overall performance in equities was topped by longs in Australia’s SPI 200 and Taiwan’s MSCI indices. Longs in the Japan’s TSE index marginally detracted. Credit spreads also tightened, with gains dominated by short CDS positions in US indices. However, in May, trading in equities finished slightly down. Top performer was a long in the Canadian TSX index, spurred by rising commodities, while longs in Taiwanese indices generated losses as the rise in prices due to a global semiconductor shortage took a breather. Equities’ path through June was much smoother than currencies and bonds, and the Partnership’s long position in the Australian SPI 200 benefited. Bullishness for risk assets also fed into the Partnership’s credit positions, with gains being made across the board, most notably European 5y Crossover. Although many equity indices ended July in positive territory, their route was impeded mid-month in part by coronavirus worries. Overall in July, net long positioning led to negative performance for the asset class, led by the MSCI EM and Russell 2000 indices, although there were pockets of strength in trading the Swedish OM and NASDAQ 100 indices. In August, several key benchmarks such as the S&P 500 hit fresh all-time highs. This benefitted dominantly long positions in the Partnership, with India’s Nifty Index as the top performer. A long in the Singapore MSCI Index, on the other hand, lost out on Covid-19 Delta variant concerns and negative pressure on Asian technology stocks. In September, the macro-economic environment had its greatest impact on the Partnership’s generally risk-on positioning in equities, and the effect was compounded by sector rotation. Worst performers were longs in the Australian SPI 200 and S&P 500 indices, while smaller gains were made in long Tokyo stock exchange and Nifty indices. More mixed positioning in equities in October resulted in a slight gain on the month. Positive returns from shorts in Chinese indices and Hang Seng were able to offset by losses from shorts in the S&P 500 and

Russell 2000. In November, trading in equities was flat. Asian indices rebounded particularly strongly with the news of China moving away from its zero Covid policy, and the Hang Seng’s 27% rise hurt the Partnership’s small short position. On the positive side, gains were made from a long in the Euro-STOXX and short in the VIX volatility index. December’s losses in equity markets were against the grain of the previous two months which were, in fact, the only two consecutive up-months in 2022. This countertrend move hurt the Partnership’s predominantly long positions. The worst hit were Asia and Asia-Pacific indices, notably in Australia, Taiwan and Japan.

In January, yields across developed markets generally rose on the month. US bond yields breached 1%, hurting the Partnership’s broadly long positions in US bonds, which more than offset the gains posted in its short position in long-dated bonds. Fixed income generated a positive return as positioning shifted from net long to net short mid-way through the month of February. Top performers were shorts in German bunds and Australian 10-year bonds, while losses were led by Italian 10-year bonds which switched positions from long to short as the month progressed. In March, fixed income trading generated a small positive return, as gains from short positions in 10y and 30y US treasuries offset losses from short positions in German 5y and 10y bonds. Fixed income yields in April took a respite from their recent rising theme, which resulted in a slight loss from the Partnership’s small aggregate short positions. Losses were dominated by Canadian and US instruments, while small gains were made in their European counterparts. In May, a combination of little movement in fixed income yields and low bond risk levels meant that trading in the asset class was subdued. Overall there was a loss, with gains from US 2yr and 5yr treasuries being slightly offset by losses from shorts in UK and longs in Canadian bonds. In June, long positions in U.S. bond markets long-dated futures made small gains, while short positions in 2- and 5-year futures lost out. A long position in the Eurodollar also contributed to losses. However, in July, bond markets did not encounter a sell-off, even with the additional news of consumer price inflation in the US hitting its highest levels since 2008. Dominantly long fixed income positions were top performers for the Partnership. Italian, German, and French 10-year bonds topped the list for the asset class while losses were incurred from positions in German and US 2-year bonds amid spikes in the number of coronavirus cases. Fixed income positions detracted in August amidst overall subdued price moves. European bonds fared worst, with German, French, and Italian bonds all selling-off to the detriment of the Partnership’s long positions, while a long in Australian 10-year bonds generated a small profit. In September, long positions in Italian bonds caused the greatest losses, although there were small offsetting gains from a short in the UK 10-year gilts. Rising US bond yields helped provide a tailwind to the US dollar. In October, trading in fixed income instruments tipped into the black overall with no real direction to markets. US yields generally rose, leading to profits from short positions across the Treasury curve. Shorts in Italian government bonds, on the other hand, generated a loss, as did shorts in UK gilts which were impacted by volatility surrounding the regime change in the UK government. Within short-term rates, patterns were similar, with US shorts generating a profit while UK sterling shorts lost out. The prospect of fewer rate rises to combat inflation sent fixed income yields lower, generating losses for the Partnership’s dominantly short positions in November. The worst offenders were long-dated US Treasuries. In December, ECB President Lagarde’s comment, “Anybody who thinks this is a pivot from the ECB is wrong”, dashed the hopes of dovish bond investors, sending yields of European bonds higher and resulted in gains for short positions in German bonds in particular. The Bank of Japan’s decision to double the effective yield cap on 10y Japanese government bonds, on the other hand, caught the Partnership’s small long position off-guard.

In January, a bounce in the US dollar versus a basket of currencies representing the United States’ trading partners hurt the Partnership’s short positions in the US dollar, particularly in such positions against the South African rand and Japanese yen. Longs in the Chinese renminbi and Indian rupee made token gains. Additionally, in February, the majority of the Partnership’s losses on the month were generated in its FX trading, though such losses were mild. Long Australian dollar positions versus both the US dollar and Japanese yen performed well along with long in the Swiss franc versus the US dollar; none of those gains were enough to offset the losses from long positions in the Indian rupee, EURO Mexican Peso and Japanese yen against the US dollar. However, in March, FX was fruitful for the Partnership, with short positions in the Swiss franc and Japanese yen against the US dollar, as well as a short position in the Euro against the Canadian dollar, the top performers. Some losses were seen in the Partnership’s long positions against the dollar in the Euro and UK Stirling, as well as a flat position in the Turkish Lira. In April, losses in FX trading were small in aggregate, and individual gains or losses depended broadly on positioning against the US dollar. Long positions in the greenback against the Swiss franc and New Zealand dollar were worst hit as the US Federal Reserve struck a dovish tone and US Treasury yields declined. Similar reasoning played out well for US dollar shorts against the Euro and Canadian dollar. Currencies was a fertile trading ground for the Partnership in May. Rising risk appetite in markets led to rising EM FX rates in general, with the primary beneficiary in the Partnership being the South African rand. Confidence in the British pound continued as Brexit recedes further into the rear-view mirror and vaccination success continues to be newsworthy, leading to gains against the US dollar and the Japanese yen. Losses were incurred from short positions in the Chilean peso and New Zealand dollar against the greenback. In June, currency trading was hardest hit by the perceived more hawkish tone from the Fed, with losses experienced in a number of positions as the US dollar spiked. Worst offenders were euro and Canadian dollar longs versus the greenback, although a similar position in the Brazilian real profited as the country hiked rates by 75bp. Trading in currencies finished July in the red, with losses predominantly from a long Brazilian real position against the US dollar driven in part by corruption scandals involving President Jair Bolsonaro. Offsetting this loss, however, were gains made through shorts in the Australian dollar against both the greenback and Great British pound as major cities such as Sydney and Melbourne went into lockdown. In August, FX trading finished the month in the red and there were few significant gains or losses. A long position in the Mexican peso against the US dollar lost out mid-month despite the Banco de Mexico raising rates. A long position in the Indian rupee against the greenback, on the other hand, gained towards the end of the month. In September, the Mexican peso declined against the greenback despite the Banco de Mexico raising rates for the third time this year, generating the asset class’s biggest loss in the Partnership. A short in the Swiss franc, on the other hand, was beneficial. In October, currencies trading generated a gain overall as the DXY dollar index declined on the month on resurgent risk assets. The Mexican peso continued its strong run against the greenback, resulting in a gain for the Partnership’s long position. However, losses were experienced from long dollar positions against the Singapore dollar and Euro, for example. FX trading was the greatest detractor from the Partnership’s November performance. These losses were most apparent in Asian currency crosses, most notably the South Korean won and Chinese Renminbi. A long position in the Mexican Peso against the greenback was the biggest gainer on the month. In December, currency trading finished the month down. Gains were generated in pairs featuring short US dollar positions, in particular European currencies such as the Euro and Polish zloty. One exception was the Israeli Shekel which depreciated versus the greenback, benefitting the Partnership’s short position. On the debit side, long positions in the Australian dollar, UK sterling and Euro all lost out against the Japanese yen as the currency chalked up its largest daily gain this century in response to the BoJ’s change in yield curve policy.

Commodities were the bright spot for the Partnership in January. Long soyabeans and corn were the top contributors to the Partnership’s gains, as well as crude oil, which Crude oil also rose over 7% on the month, benefitting the Partnership’s long positions. Similarly, in February, long commodity positions were top performers for the Partnership as crude oil rose almost 20% and sugar rose 10% on the month, and the Partnership’s copper position was the top performer in the entire portfolio rising 15%. These gains were more than enough to offset the Partnership’s losses from a short position in natural gas. Reversing course from February, the Partnership’s commodities trading ended March down. The Partnership’s long positions, most notably in agricultural commodities such as cocoa and sugar, and metals such as nickel, posted the largest losses, while small offsetting gains were made in individual markets such as lean hogs and palladium. In April, long commodity positions continued to make hay as economic optimism lifted and talk of inflation in earnings calls increased, although long positions in coffee and gold made losses. In May, long positions in crude and the oil complex were broadly gainful, as was a long position in carbon emissions whose year-to-date gain as of May was just shy of 60%. In metals the story was similarly positive. In addition to copper, long positions in silver, aluminum and gold were profitable. The main detractor in the commodities complex was a long in wheat, which retraced half of April’s 20% gain. Commodity performance was mixed in June. Long positions in agricultural and metals suffered, particularly soybean, copper and precious metals holdings. Prices in the energy complex, on the other hand, continued their ongoing rally. Nowhere was this more apparent than in gas markets on both sides of the Atlantic. Indeed, the long in US natural gas ended the month as the top performer across the Partnership. In July, the price of natural gas continued its recent upward trajectory on tight supply and increasing demand. The prices of natural gas in the US and in the UK/EU extended their rise, spurred in part by forecasts of above normal temperatures in central USA regions, and generated the greatest returns for the Partnership. Long coffee positions were also beneficial, with prices at seven-year highs amid extreme weather in Brazil, the world’s biggest coffee exporter. Prices of sugar and corn, on the other hand, were rangebound and led to losses. August saw marked dispersion across the commodity spectrum. Natural gas prices continued to rally; in the US, one reason cited was a low inventory forecast for the beginning of the winter heating season by the Energy Information Administration, while in Europe there was news that Russia was pumping less gas to the continent. Whatever the reason, profits resulted for the Partnership’s long positions. The oil complex, on the other hand, deviated from its previously strong 2021 performance, declining on concerns of slowing demand in China and the rise of the Covid-19 Delta variant, and incurred losses. In commodities, a long sugar position generated a gain on reports of a frost in Brazil, the world’s top producer, while a long copper position generated a loss. In September, commodities was the only asset class to maintain its recent direction of travel, and once again it was the energies sub-component that generated the greatest attention. Trading in US natural gas generated the greatest gains for the Partnership as prices rose to seven-year highs, propelled by surging demand. A long copper position generated a loss as prices fell 6% on the month. Commodities trading finished October with losses from all three sub-sectors. Trading in oil dipped into the red amidst mixed positioning as the price of the complex broadly rose. Carbon emissions prices were also volatile, resulting in losses, and short positions in silver also lost out on rangebound prices. Small gains were made from positions in live cattle, zinc and Dutch natural gas. In November, within the commodities complex, trading in metals and energies generated losses while agricultural was flat. Short positions in gold and silver were caught off guard by the low CPI print. Positioning in energy markets was mixed over the month with the largest detractor being US natural gas. Within agricultural returns were mixed with gains coming from short wheat and long soybeans positions. Prices across the soy complex rose in December as demand from a re-opening of China, the world’s largest buyer, was coupled with dry conditions in supplier countries in South America. The Partnership saw gains in soymeal and soybeans as a result, but losses from soyoil. Energy trading lost out overall as gains from short European gas positions were more than offset by losses in gasoline, gas oil, and carbon emissions.

Credit trading dipped into the red towards the end of January as short CDS positions in European high-yield and US investment grade names posted losses. In February, the Partnership’s credit trading was slightly lower on the month, as short CDS positions in US high yield names generated a small gain while similar positioning in US investment names generated a marginally larger loss. In March, long credit positions particularly in Europe were beneficial to the Partnership. In April, credit spreads also tightened, with gains dominated by short CDS positions in US indices. Similarly, in May, credit trading resulted in a small gain. Bullishness for risk assets also fed into the Partnership’s credit positions in June, with gains being made across the board, most notably European 5y Crossover. Credit trading finished July down. In August, credit spreads also tightened over the month, benefitting long credit positions, most notably the US investment grade CDS index. In September, losses were seen in the Partnership’s long credit positions, most notably in the US. Government bond yields, which rose for the second month running. The “dot plots” may have given an indication of the timing of future rises in the US, but elsewhere - Czech Republic for example - actual rises in interest rates came in ahead of market expectations. In October, short positioning in credit at the start of the month transitioned to long as risk assets rallied, resulting in losses across most indices traded by the Partnership. However, trading in credit proved a welcome bright spot for the asset class in November after a difficult year. Positions were broadly short CDS when the CPI news emerged, and hence gains were generated as risk assets rallied. Top performers were in US investment grade and European crossover indices. There were no meaningful detractors. In December, long credit positions also generated losses, with US investment grade and high yield indices affected worst.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Introduction

Past Results Are Not Necessarily Indicative of Future Performance

The Partnership is a speculative commodity pool. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Partnership’s main line of business.

Market movements result in frequent changes in the fair market value of the Partnership’s open positions and, consequently, in its earnings and cash flow. The Partnership’s market risk is influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the market value of financial instruments and contracts, the diversification effects among the Partnership’s open positions and the liquidity of the markets in which it trades.

The Partnership can rapidly acquire and/or liquidate both long and short positions in a wide range of different markets. Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Partnership’s past performance is not necessarily indicative of its future results.

Value at Risk is a measure of the maximum amount which the Partnership could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Partnership’s speculative trading and the recurrence in the markets traded by the Partnership of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Partnership’s experience to date (i.e., “risk of ruin”). In light of the foregoing as well as the risks and uncertainties intrinsic to all future projections, the inclusion of the quantification included in this section should not be considered to constitute any assurance or representation that the Partnership’s losses in any market sector will be limited to Value at Risk or by the Partnership’s attempts to manage its market risk.

Materiality, as used in this section “Quantitative and Qualitative Disclosures About Market Risk,” is based on an assessment of reasonably possible market movements and the potential losses caused by such movements, taking into account the leverage, optionality and multiplier features of the Partnership’s market sensitive instruments.

Quantifying the Partnership’s Trading Value at Risk

Quantitative Forward-Looking Statements

The following quantitative disclosures regarding the Partnership’s market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act and Section 21E of the Exchange Act). All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.

The Partnership’s risk exposure in the various market sectors traded by the General Partner is quantified below in terms of Value at Risk. Due to the Partnership’s mark-to-market accounting, any loss in the fair value of the Partnership’s open positions is directly reflected in the Partnership’s earnings (realized or unrealized) and cash flow (at least in the case of exchange-traded contracts in which profits and losses on open positions are settled daily through variation margin).

For regulatory purposes, initial margin requirements have been used by the Partnership as the measure of its Value at Risk. For trading and internal risk monitoring purposes, a different approach based on simulated market movements is used. Initial margin requirements include a credit risk factor and a maintenance margin factor and thus overstate the maximum one-day loss reflected by the maintenance margin requirement by the amount of the credit risk factor used in setting initial margin requirements. Maintenance margin requirements are set by dealers, exchanges and OTC clearing counterparties to equal or exceed 95-99% of the maximum one-day losses in the fair value of any given contract incurred during the time period over which historical price fluctuations are researched for purposes of establishing margin levels. The maintenance margin levels are established by dealers, exchanges and OTC clearing counterparties using historical price studies as well as an assessment of current market volatility (including the implied volatility of the options on a given futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation.

In the case of market sensitive instruments that are not exchange traded (almost exclusively currencies in the case of the Partnership), dealers’ margins have been used as Value at Risk.

The fair value of the Partnership’s futures and forward positions does not have any optionality component. However, the General Partner may also trade commodity options on behalf of the Partnership. The Value at Risk associated with options would be reflected in the margin requirement attributable to the instrument underlying each option.

In quantifying the Partnership’s Value at Risk, 100% positive correlation in the different positions held in each market risk category has been assumed. Consequently, the margin requirements applicable to the open contracts have simply been aggregated to determine each trading category’s aggregate Value at Risk. The diversification effects resulting from the fact that the Partnership’s positions are rarely, if ever, 100% positively correlated have not been reflected.

The Partnership’s Trading Value at Risk in Different Market Sectors

The following table indicates the average, highest and lowest amount of trading Value at Risk associated with the Partnership’s open positions by market category for the year ended December 31, 2024. During 2024, the Partnership’s average quarter-end capitalization was $84,684,189.


Fiscal Year 2024
Market Sector	Average Value at Risk		% of Average Capitalization			Highest Value at Risk		Lowest Value at Risk
Agricultural	$	2,038,095.96		2.41	%	$	2,302,355.83	$	1,539,801.82
Bonds	$	1,973,358.53		2.33	%	$	2,658,046.50	$	1,231,429.43
Credit	$	3,914,524.05		4.62	%	$	4,724,360.04	$	2,869,643.30
Currencies	$	6,695,836.35		7.91	%	$	8,434,620.51	$	4,522,316.57
Energies	$	1,654,396.04		1.95	%	$	3,081,343.23	$	513,717.47
Interest rates	$	1,848,702.02		2.18	%	$	2,305,862.39	$	1,493,772.89
Metals	$	1,611,149.34		1.90	%	$	2,079,511.89	$	943,717.79
Stock indices	$	4,677,952.70		5.52	%	$	7,095,757.58	$	2,872,959.89
Total*	$	24,414,015.00		28.83	%	$	32,681,857.97	$	15,987,359.16

*Total amount does not foot due to rounding.

Average, highest and lowest Value at Risk amounts relate to the quarter-end amounts during the fiscal year. Average capitalization is the average of the Partnership’s capitalization at the end of each quarter during the fiscal year 2024.

The following table indicates the average, highest and lowest amount of trading Value at Risk associated with the Partnership’s open positions by market category for the year ended December 31, 2023. During 2023, the Partnership’s average quarter-end capitalization was $91,812,216.


Fiscal Year 2023
Market Sector	Average Value at Risk		% of Average Capitalization			Highest Value at Risk		Lowest Value at Risk
Agricultural	$	1,528,404.62		1.66	%	$	1,781,468.76	$	1,257,819.31
Bonds	$	1,757,267.87		1.91	%	$	2,678,522.77	$	566,546.13
Credit	$	3,821,960.90		4.16	%	$	6,013,854.07	$	1,388,207.20
Currencies	$	4,935,854.64		5.38	%	$	6,690,934.16	$	3,085,581.31
Energies	$	1,285,317.11		1.40	%	$	1,942,880.84	$	561,751.38
Interest rates	$	791,299.25		0.86	%	$	1,095,323.61	$	194,891.49
Metals	$	1,258,930.31		1.37	%	$	1,936,692.28	$	848,112.84
Stock indices	$	4,074,874.66		4.44	%	$	6,113,061.34	$	2,847,682.91
Total*	$	19,453,909.35		21.19	%	$	28,252,737.83	$	10,750,592.57

*Total amount does not foot due to rounding.

Material Limitations on Value at Risk as an Assessment of Market Risk

The face value of the market sector instruments held by the Partnership is typically many times the applicable initial or maintenance margin requirement (maintenance margin requirements generally ranging between approximately 1% and 10% of contract face value) as well as many times the capitalization of the Partnership. The magnitude of the Partnership’s open positions creates a “risk of ruin” not typically found in most other investment vehicles. Because of the size of its positions, certain market conditions — unusual, but historically recurring from time to time — could cause the Partnership to incur severe losses over a short period of time. The foregoing Value at Risk table — as well as the past performance of the Partnership — gives no indication of this “risk of ruin.”

Non-Trading Risk

The Partnership has non-trading market risk on its foreign cash balances not needed for margin. However, these balances (as well as any market risk they represent) are immaterial.

The Partnership also has non-trading cash flow risk as a result of holding a substantial portion of its assets in U.S. government securities (Treasury Bills) and interest-bearing bank accounts. These cash and cash equivalents are placed with highly rated counterparties with a priority placed on preservation of capital and reputation (i.e., appropriate level of credit risk, market risk and reputation risk) and liquidity (i.e., appropriate level of liquidity risk).

Qualitative Disclosures Regarding Primary Trading Risk Exposures

The following qualitative disclosures regarding the Partnership’s market risk exposures — except for (i) those disclosures that are statements of historical fact and (ii) the descriptions of how the General Partner manages the Partnership’s primary market risk exposures — constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. The Partnership’s primary market risk exposures as well as the strategies used and to be used by the General Partner for managing such exposures are subject to numerous uncertainties, contingencies and risks, any one of which could cause the actual results of the Partnership’s risk controls to differ materially from the objectives of such strategies. Government interventions, defaults and expropriations, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price

relationships, an influx of new market participants, increased regulation and many other factors could result in material losses as well as in material changes to the risk exposures and the risk management strategies of the Partnership. There can be no assurance that the Partnership’s current market exposure and/or risk management strategies will not change materially or that any such strategies will be effective in either the short- or long-term. Investors must be prepared to lose all or substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the Partnership as of December 31, 2024, by market sector.

Fixed Income. Interest rate movements directly affect the price of the sovereign bond futures positions held by the Partnership and indirectly the value of its stock index and currency positions. Interest rate movements in one country as well as relative interest rate movements between countries may materially impact the Partnership’s profitability. The Partnership’s primary interest rate exposure is to interest rate fluctuations in the United States, United Kingdom, Australia, Italy, and France. However, the Partnership also may take positions in futures contracts on the government debt of smaller nations. The General Partner anticipates that G-7 interest rates, both long-term and short-term, will remain the primary market exposure of the Partnership for the foreseeable future.

Currencies. Exchange rate risk is the principal market exposure of the Partnership. The Partnership’s currency exposure is to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. These fluctuations are influenced by interest rate changes as well as political and general economic conditions. The Partnership trades in a large number of currencies, including cross-rates — i.e., positions between two currencies other than the U.S. dollar. As of December 31, 2024, the Partnership’s primary currency exposures were in the U.S. Dollar versus the Japanese Yen, Swiss Franc, Swedish Krona, New Zealand Dollar and Chilean Peso.

Stock Indices. The Partnership’s primary equity exposure, through stock index futures, is to equity price risk in the G-20 countries. As of December 31, 2024, the Partnership’s primary exposures were in the Nikkei Index, DAX Index, Taiwan MSCI Index, and S&P500 Index. The Partnership is primarily exposed to the risk of adverse price trends or static markets in the major North American, European and Asian indices. (Static markets would not cause major market changes but could make it difficult for the Partnership to avoid numerous small losses.)

Metals. The AHL Diversified Program used for the Partnership trades precious and base metals. As of December 31, 2024, the Partnership’s primary metals market exposures were in Gold, Copper, Platinum, and Nickel.

Agricultural. The Partnership’s has exposure to agricultural price movements, which are often directly affected by severe or unexpected weather conditions. Cocoa, Wheat, Coffee and Soybeans accounted for the substantial bulk of the Partnership’s commodities exposure as of December 31, 2024.

Energy. The Partnership’s primary energy market exposure is to gas and oil price movements, often resulting from political developments in the Middle East and economic conditions worldwide. Energy prices are volatile and substantial profits and losses have been and are expected to continue to be experienced in this market. As of December 31, 2024, the main exposures were in Crude Oil, Heating Oil, US Natural Gas, and Gas Oil.

Qualitative Disclosures Regarding Non-Trading Risk Exposure

The following were the only non-trading risk exposures of the Partnership as of December 31, 2024.

Foreign Currency Balances. The Partnership’s primary foreign currency balance is in the Japanese Yen. The Partnership controls the non-trading risk of these balances by regularly converting these balances back into U.S. dollars (no less frequently than twice a month).

Cash Positions. The Partnership’s only market exposure in instruments held other than for trading is in its cash portfolio. The Partnership holds only cash in U.S. Treasury Bills and interest-bearing bank accounts. This cash is placed with highly rated counterparties with a priority placed on preservation of capital and reputation (i.e., appropriate level of credit risk, market risk and reputation risk) and liquidity (i.e., appropriate level of liquidity risk) with durations no longer than 1 year.

Qualitative Disclosures Regarding Means of Managing Risk Exposure

Risk management is an essential component of AHL’s investment management process. AHL has put in place a risk management framework which is designed to identify, monitor and mitigate the portfolio, operational and outsourcing risks relevant to its operations. AHL’s risk management framework is part of, and is supported by, the overarching risk management framework of its parent company, Man Group plc. Key principles of AHL’s risk management framework include the segregation of functions and duties where material conflicts of interest may arise and having an appropriate degree of independent and senior management oversight of business activities. As part of this independent oversight, AHL’s activities are subject to regular review by an internal audit function.

The AHL Diversified Program employs a systematic, statistically based investment strategy that is designed to identify and capitalize on trends and other inefficiencies in markets around the world. Trading signals are generated and executed via a finely tuned trading and implementation infrastructure. This process is quantitative, meaning that investment decisions are entirely driven by mathematical models based on quantitative analysis of historical relationships. It is underpinned by rigorous risk control, ongoing research, diversification and the constant quest for efficiency. Portfolio risk management consists primarily of monitoring risk measures and ensuring the systems remain within prescribed limits. The major risk monitoring measures and focus areas include value-at-risk, stress testing, implied volatility, leverage, margin-to-equity ratios and net exposures to sectors and different currencies.

Diversification is also a key feature of AHL’s risk management, as well as its investment, process. As well as emphasizing sector and market diversification, the AHL Diversified Program has been constructed to achieve diversification by combining various investment strategies. The AHL Diversified Program trades approximately 250 markets and these markets may be accessed directly or indirectly and include, without limitation, stock indices, bonds, currencies, short-term interest rates, energies, credits, metals and agricultural. Another important aspect of diversification is the fact that the models generate signals across different timeframes, ranging from two to three days to several months. In line with the principle of diversification, the approach to portfolio construction and asset allocation is premised on the importance of deploying investment capital across the full range of sectors and markets. Particular attention is paid to correlation of markets and sectors, expected returns, trading costs and market liquidity. Portfolios are regularly reviewed and, when necessary, adjusted to reflect changes in these factors. AHL also has a systematic process for adjusting its market risk exposure in real time to reflect changes in the volatility, a measure of risk, of individual markets.

Item 8. Financial Statements and Supplementary Data.

Financial statements meeting the requirements of Regulation S-X are listed following this report as Exhibit 13.1 and are incorporated by reference into this Item 8.

Auditor PCAOB ID Number: 34

Auditor Name: Deloitte & Touche LLP

Auditor Location: United States

The following summarized quarterly financial information presents the results of operations for the periods ended March 31, June 30, September 30 and December 31, 2024 and 2023. This information has not been audited.


	Fourth Quarter			Third Quarter			Second Quarter			First Quarter
	2024			2024			2024			2024
Income*		861,398			1,078,349			1,161,721			1,097,536
Net Realized Gains/ (Losses) and Unrealized Appreciation/ (Depreciation)*		(1,248,004	)		(8,849,417	)		1,321,413			10,716,605
Expenses**		(1,070,646	)		(1,134,947	)		(1,392,230	)		(1,168,483	)
Net Income/(Loss)		(1,457,252	)		(8,906,015	)		1,090,904			10,645,658
Net Income/(Loss) Per Unit of Partnership Interest — Class A — Series 1		(88.36	)		(358.61	)		64.67			606.03
Net Income/(Loss) Per Unit of Partnership Interest — Class A — Series 2		(152.44	)		(634.09	)		92.07			720.20
Net Income/(Loss) Per Unit of Partnership Interest — Class B — Series 1		(92.81	)		(548.52	)		65.19			614.20


	Fourth Quarter			Third Quarter			Second Quarter			First Quarter
	2023			2023			2023			2023
Income*		1,181,502			1,145,490			1,093,677			1,032,270
Net Realized Gains/ (Losses) and Unrealized Appreciation/ (Depreciation)*		(5,422,654	)		(1,665,495	)		8,474,319			(5,234,386	)
Expenses**		(1,207,805	)		(1,194,070	)		(1,227,941	)		(1,171,667	)
Net Income/(Loss)		(5,448,957	)		(1,714,075	)		8,340,055			(5,373,783	)
Net Income/(Loss) Per Unit of Partnership Interest — Class A — Series 1		(299.78	)		(91.76	)		439.36			(283.05	)
Net Income/(Loss) Per Unit of Partnership Interest — Class A — Series 2		(346.29	)		(89.68	)		542.86			(317.73	)
Net Income/(Loss) Per Unit of Partnership Interest — Class B — Series 1		(296.49	)		(98.55	)		439.30			(280.75	)

* Allocated to the Partnership from its investment in the Trading Company. The Trading Company generates revenue from trading of futures, foreign exchange and forward currency contracts.

** Expenses include the Partnership’s allocation of expenses from its investment in the Trading Company in addition to direct expenses of the Partnership.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

The General Partner, with the participation of the General Partner’s Principal Executive Officer and Principal Financial Officer, has evaluated the effectiveness of the design and operation of the Partnership’s disclosure controls and procedures as of the end of the fiscal year for which this Annual Report on Form 10-K is being filed. Based on such evaluation, the General Partner’s Principal Executive Officer and Principal Financial Officer have concluded that the Partnership’s disclosure controls and procedures were effective as of the fiscal year ended December 31, 2024.

Changes in Internal Control over Financial Reporting

Section 404 of the Sarbanes-Oxley Act of 2002 requires the General Partner to evaluate annually the effectiveness of its internal controls over financial reporting as of the end of each fiscal year, and to include a management report assessing the effectiveness of its internal control over financial reporting in all annual reports. There were no significant changes in the General Partner’s internal control over financial reporting during the three-month period ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

Management’s Annual Report on Internal Control over Financial Reporting

The General Partner is responsible for establishing and maintaining adequate internal control over the financial reporting of the Partnership. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, as a process designed by, or under the supervision of, a company’s principal executive and principal financial officers and effected by a company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the accounting principles generally accepted in the United States of America. The General Partner’s internal control over financial reporting includes those policies and procedures that:

•

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnership;

•

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements of the Partnership in accordance with the accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Partnership are being made only in accordance with authorizations of management and directors of the General Partner; and

•

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Partnership’s assets that could have a material effect on its financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The management of the General Partner assessed the effectiveness of its internal control over financial reporting with respect to the Partnership as of December 31, 2024. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on its assessment, management has concluded that, as of December 31, 2024, the General Partner’s internal control over financial reporting with respect to the Partnership is effective based on those criteria.

There were no significant changes in the General Partner’s internal controls with respect to the Partnership or in other factors applicable to the Partnership that could significantly affect these controls subsequent to the date of their evaluation.

Item 9B. Other Information.

(a)

Not applicable.

(b)

During the year ended December 31, 2024, neither the General Partner nor its directors or officers adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable.

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

(a, b) Identification of Directors and Executive Officers

(i) As a limited partnership, the Partnership itself has no directors or executive officers. The Partnership’s affairs are managed by the General Partner. Man Investments (USA) Corp., a Delaware corporation, is the general partner of the Partnership.

Mr. Gregory (“Greg”) Bond is the president and principal executive officer of the General Partner, and Mr. Mark Bilancieri is principal financial officer of the General Partner for purposes of the management of the Partnership. Their biographies are set forth below.

Greg Bond, born December 1971, is currently CEO of Man Numeric, an affiliate of the General Partner, Head of the Americas for Man Group and a special advisor to Man Group’s multi-strategy funds. Previously, Greg was director of research at Man Numeric, responsible for research initiatives, including the day-to-day management of Man Numeric’s strategic alpha research team. Before becoming director of research, he was a portfolio manager for various hedge fund strategies at Numeric as well as being co-head of its hedge fund group, having joined in 2003. Greg holds a Bachelor of Arts degree in economics and in biology from Yale University and a Master of Business Administration degree from Harvard Business School.

Mark Bilancieri, born November 1987, is currently Head of Middle Office Accounting at Man Numeric, an affiliate of the General Partner, responsible for overseeing the shadow accounting, net asset value, and reconciliations of the operations team. Mark joined Man Numeric in 2019. Before that, he was at MFS Investment Management. Mark holds a Bachelor of Science degree from Bryant University and a Master of Business Administration from Northeastern University.

(c)

Identification of Certain Significant Employees

None.

(d)

Family Relationships

None.

(e)

Business Experience

See Item 10 (a, b) above.

(f)

Involvement in Certain Legal Proceedings

None.

(g)

Promoters and Control Persons

Not applicable.

(h)

Code of Ethics

The Partnership has no employees, officers or directors and is controlled by the General Partner. The General Partner has adopted a Global Code of Ethics that applies to its principal executive officer and principal financial officer. A copy of this Global Code of Ethics may be obtained at no charge by written request to Man Investments (USA) Corp, 1345 Avenue of the Americas, Floor 21, New York, NY, 10105 or by calling: (212) 649-6600 (ask for the Chief Legal Officer).

(i)

Audit Committee Financial Expert

Because the Partnership has no employees or directors, the Partnership has no audit committee. The Partnership is managed by the General Partner. Mr. Mark Bilancieri, principal financial officer for the General Partner, serves as the Partnership’s “audit committee financial expert.” Mr. Bilancieri is not independent of the management of the General Partner. The General Partner is not required to have, and does not have, independent directors.

(j)

Insider Trading Policy

The General Partner has not adopted insider trading policies and procedures governing the purchase, sale, and/or other disposition of Partnership’s securities by directors, officers and employees of the General Partner, or the Partnership itself, because neither directors, officers and employees of the General Partner nor the Partnership itself are permitted to purchase the Partnership’s securities.

Item 11. Executive Compensation.

The Partnership itself has no officers, directors or employees. None of the principals, officers or employees of the General Partner receive compensation from the Partnership. The General Partner invests all or substantially all of the Partnership’s assets in the Trading Company. The Trading Advisor makes all trading decisions for the Trading Company. The General Partner receives a monthly general partner administrative fee from the Partnership in an amount equal to 0.0833% of the month-end Net Asset Value of the Partnership (approximately a 1% annually) applicable to Class A-1 and B-1 only. The Partnership pays the Trading Advisor, an affiliate of the General Partner, a monthly management fee in an amount equal to 0.1667% of the Partnership’s month-end Net Asset Value (approximately 2% annually) and 20% of any Net New Appreciation, described above under Item 1, achieved by the Partnership as of the end of each calendar month. The Trading Advisor may pay a portion of its management fees to the General Partner.

The officers and employees of the General Partner and Trading Advisor are compensated by the General Partner and Trading Advisor in their respective positions. These officers receive no other compensation from the Partnership. The Partnership has no compensation plans or arrangements relating to a change in control of either the Partnership, the General Partner or the Trading Advisor.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

(a)

Securities Authorized for Issuance under Equity Compensation Plans

None.

(b)

Security Ownership of Certain Beneficial Owners

The General Partner knows of no persons who own beneficially more than 5% of the Partnership’s Units. All of the Partnership’s general partner interest is held by the General Partner.

(c)

Security Ownership of Management

The Partnership has no officers or directors. Under the terms of the Limited Partnership Agreement, the Partnership’s affairs are managed by the General Partner. As of December 31, 2024, the General Partner’s interest in the Partnership was valued at $907,432 which constituted 1.19% of total partners’ capital.

As of December 31, 2024 no director, executive officer or member of the General Partner beneficially owned Units in the Partnership.

(d)

Changes in Control

There are no arrangements known to the Partnership or General Partner the operation of which would result in a change in control of the Partnership; provided, however, that pursuant to the Limited Partnership Agreement, the General Partner may admit additional or substitute general partners and may withdraw as general partner of the Partnership.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

The Partnership paid the General Partner and Trading Advisor aggregate administrative and management fees of $ 2,532,198 for the year ended December 31, 2024. The Partnership paid the Trading Advisor $0 in incentive fees for the year ended December 31, 2024. The Partnership paid Man Investments Inc., an affiliate of the General Partner and Trading Advisor that serves as the lead placement agent for the Partnership, $ 846,677 in servicing fees for the year ended December 31, 2024. The General Partner’s interest in the Partnership incurred net gain of $ 9,823 for the year ended December 31, 2024.

The Partnership has not and does not make any loans to the General Partner, its affiliates, their respective officers, directors or employees or the immediate family members of any of the foregoing, or to any entity, trust or other estate in which any of the foregoing has any interest, or to any other person (provided that the purchase of U.S. government instruments and the deposit of Partnership assets with banks, futures brokers and foreign exchange counterparties in connection with the trading operations of the Partnership are not considered to be loans).

None of the General Partner, its affiliates, their respective officers, directors and employees or the immediate family members of any of the foregoing, or any entity trust or other estate in which any of the foregoing has any interest has, to date, sold any asset, directly or indirectly, to the Partnership.

The Partnership has no directors, officers or employees and is managed by the General Partner. The General Partner is managed by its principals, none of whom is independent of the General Partner.

Item 14. Principal Accounting Fees and Services.

(1)

Audit Fees

The aggregate fees for professional services provided by Deloitte & Touche LLP and other member firms of the global Deloitte & Touche LLP organization, the Partnership’s independent registered public accounting firm, for the audit of the Partnership’s annual financial statements and review of financial statements included in the Partnership’s quarterly reports for the years ended December 31, 2024 and 2023 were approximately $310,000 and $290,000, respectively.

(2)

Audit-Related Fees

There were no fees for assurance and related services rendered by Deloitte & Touche LLP and other member firms of the global Deloitte & Touche LLP organization for the years ended December 31, 2024 and 2023.

(3)

Tax Fees

The aggregate fees for tax compliance, advice and planning services rendered by Ernst & Young Ltd and other member firms of the global Ernst & Young Ltd organization for the years ended December 31, 2024 and 2023 were $323,209 and $335,397, respectively.

(4)

All Other Fees

None.

(5)

Pre-Approval Policies

Neither the Partnership nor the General Partner has an audit committee to pre-approve accountant and auditor fees and services. In lieu of an audit committee, the principals of the General Partner pre-approve all billings prior to the commencement of services.

PART IV

Item 15. Exhibits and Financial Statement Schedules.

(a)(1) Financial Statements

The financial statements required by this Item are included herewith as Exhibit 13.1.

(a)(2) Financial Statement Schedules

All Schedules are omitted for the reason that they are not required or are not applicable because equivalent information has been included in the financial statements or the notes thereto.

(a)(3) Exhibits as required by Item 601 of Regulation S-K

The following exhibits are included herewith.


Designation		Description

13.1		Report of Independent Registered Public Accounting Firm

31.1		Rule 13a-14(a)/15d-14(a) Certification of President, Principal Executive Officer

31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer

32.1		Section 1350 Certification of President, Principal Executive Officer

32.2		Section 1350 Certification of Principal Financial Officer

101.INS		Inline XBRL Instance Document

101.SCH		Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on January 28, 2008 with the Partnership’s Registration Statement on Form 10 (Reg. No. 000-53043).
3.1		Certificate of Limited Partnership of Man-AHL Diversified I L.P.

The following exhibit is incorporated by reference herein from the exhibit of the same description and number filed on August 13, 2014, for the quarterly period ended June 30, 2014, with the Partnership’s Quarterly Report on Form 10-Q.
10.1		Form of Trading Advisor Agreement between Man-AHL Diversified Trading Company L.P., Man Investments (USA) Corp. and AHL Partners LLP

The following exhibit is incorporated by reference herein from the exhibit of the same description and number filed on August 14, 2018, for the quarterly period ended June 30, 2018, with the Partnership’s Quarterly Report on Form 10-Q.
4.1		Seventh Amended Limited Partnership Agreement of Man-AHL Diversified I L.P.

The following exhibit is incorporated by reference herein from the exhibit of the same description and number filed on May 17, 2021, for the quarterly period ended March 31, 2021, with the Partnership’s Quarterly Report on Form 10-Q.
10.4		Form of Omnibus US Selling Agreement between Man Investments (USA) Corp. and Man Investments Inc.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on March 21, 2025.


Signature	Title with General Partner	Date

/s/Gregory Bond	President, Principal Executive Officer	March 21, 2025
Gregory Bond

/s/ Mark Bilancieri	Principal Financial Officer	March 21, 2025
Mark Bilancieri

(Being the President, principal executive officer, the majority of the board of directors, and the principal financial officer of Man Investments (USA) Corp., in its capacity as the General Partner of the Registrant.)

Man Investments (USA) Corp.

General Partner of Registrant

March 21, 2025


By		/s/ Gregory Bond
		Gregory Bond
		President, Principal Executive Officer


INDEX TO FINANCIAL STATEMENTS


Man-AHL Diversified I L.P.	Page
Financial Statements
Report of Independent Registered Public Accounting Firm	F-2
Oath of Commodity Pool Operator	F-4
Statements of Financial Condition as at December 31, 2024 and 2023	F-5
Statements of Operations for the Years Ended December 31, 2024, 2023 and 2022	F-6
Statements of Changes in Partners’ Capital for the Years Ended December 31, 2024, 2023 and 2022	F-7
Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022	F-8
Notes to Financial Statements	F-9
Man-AHL Diversified Trading Company L.P.
Financial Statements
Report of Independent Registered Public Accounting Firm	F-14
Oath of Commodity Pool Operator	F-16
Statements of Financial Condition as at December 31, 2024 and 2023	F-17
Condensed Schedules of Investments as at December 31, 2024 and 2023	F-18
Statements of Operations for the Years Ended December 31, 2024, 2023 and 2022	F-20
Statements of Changes in Partners’ Capital for the Years Ended December 31, 2024, 2023 and 2022	F-21
Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022	F-22
Notes to the Financial Statements	F-23

F-1

Report of Independent Registered Public Accounting Firm

To the Partners of Man-AHL Diversified I L.P.:

Opinion on the Financial Statements

We have audited the accompanying statements of financial condition of Man-AHL Diversified I L.P. (the “Partnership”), as of December 31, 2024 and 2023, the related statements of operations, changes in partners’ capital, and cash flows for each of the two years in the period ended December 31, 2024, and the related notes (collectively, referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Partnership as of December 31, 2024 and 2023, and the results of its operations, the changes in its partners’ capital, and its cash flows for each of the two years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on the Partnership's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2024 and 2023, by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

/s/ Deloitte & Touche LLP

New York, New York

March 21, 2025

We have served as the auditor of one or more Man Group Investment Companies since 2023.

F-2

Report of Independent Registered Public Accounting Firm

To the Limited Partners and General Partner of Man-AHL Diversified I L.P.

Opinion on the Financial Statements

We have audited the accompanying statements of financial condition of Man-AHL Diversified I L.P. (the “Partnership”) as of December 31, 2022, and the related statements of operations, changes in partners’ capital and cash flows for the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Partnership at December 31, 2022, and the results of its operations, changes in its partners’ capital, and its cash flows for the period ended December 31, 2022, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on the Partnership’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Partnership's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Ernst & Young Ltd.

We have served as the Partnership’s auditor from 2012 to 2022.

Grand Cayman, Cayman Islands

March 28, 2023

F-3

    MAN-AHL DIVERSIFIED I L.P.
Oath of Commodity Pool Operator

To the best of the knowledge and belief of the undersigned, the information contained in the financial statements of Man-AHL Diversified I L.P. for the year ended in December 31, 2024 is accurate and complete.

    David Barber

   

    Authorized Signatory 

   

    For and on behalf of Man Investments Limited

   

    Managing Member of AHL Partners LLP

   

    Commodity Pool Operator of Man-AHL Diversified I L.P. 

   

F-4

    MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership)
STATEMENTS OF FINANCIAL CONDITION
AS AT DECEMBER 31, 2024 AND 2023


	December 31, 2024			December 31, 2023
ASSETS
Investment in Man-AHL Diversified Trading Company L.P.	$	76,835,265		$	87,383,755
Due from Man-AHL Diversified Trading Company L.P.		893,946			608,772
Cash	-				50,000
Total assets	$	77,729,211		$	88,042,527

LIABILITIES AND PARTNERS’ CAPITAL
LIABILITIES:
Redemptions payable	$	893,946		$	608,772
Subscriptions received in advance	-				50,000
Management fees payable		191,647			215,707
Servicing fees payable		64,041			72,183
Accrued expenses and other liabilities		318,086			371,828
Total liabilities		1,467,720			1,318,490

PARTNERS' CAPITAL:
General Partner - Class A Series 1 (186.37 units outstanding as at December 31, 2024 and December 31, 2023)		907,432			897,609
Limited Partners - Class A Series 1 (10,513.79 and 11,847.00 units outstanding as at December 31, 2024 and December 31, 2023, respectively)		51,190,365			57,057,130
Limited Partners - Class A Series 2 (378.07 and 689.34 units outstanding as at December 31, 2024 and December 31, 2023, respectively)		2,242,615			3,994,356
Limited Partners - Class B Series 1 (4,502.48 and 5,144.34 units outstanding as at December 31, 2024 and December 31, 2023, respectively)		21,921,079			24,774,942
Total partners' capital		76,261,491			86,724,037
Total liabilities and partners' capital	$	77,729,211		$	88,042,527
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS A Series 1	$	4,868.88	*	$	4,816.17	*
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS A Series 2	$	5,931.78	*	$	5,794.47	*
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS B Series 1	$	4,868.67	*	$	4,815.96	*

* Difference in net asset value recalculation and net asset value stated is caused by rounding differences.

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

F-5

    MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 and 2022


	2024			2023			2022
NET INVESTMENT INCOME/(LOSS) ALLOCATED FROM MAN-AHL DIVERSIFIED TRADING COMPANY L.P.:
Interest income	$	4,144,907		$	4,448,208		$	1,367,524
Other income		54,097			4,731			61,035
Brokerage commissions		(157,250	)		(132,715	)		(105,501	)
Interest expense - brokers		(228,220	)		(133,337	)		(80,267	)
Administration fees		(58,756	)		(62,778	)		(65,999	)
Professional fees		(121,904	)		(150,669	)		(135,625	)
Shareholder expenses		(37,305	)		(10,493	)		(70,915	)
Other expenses		(67,134	)		(25,633	)		(32,296	)
Net investment income/(loss) allocated from Man-AHL Diversified Trading Company L.P.		3,528,435			3,937,314			937,956
PARTNERSHIP EXPENSES:
Management fees		2,532,198			2,764,467			2,925,061
Servicing fees		846,677			925,054			979,160
Professional fees		497,309			283,075			194,687
Other expenses		219,553			313,262			235,130
Total partnership expenses		4,095,737			4,285,858			4,334,038
Net investment income/(loss)		(567,302	)		(348,544	)		(3,396,082	)
REALIZED GAINS/(LOSSES) AND CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION) ON TRADING ACTIVITIES ALLOCATED FROM MAN-AHL DIVERSIFIED TRADING COMPANY L.P.:
Net realized trading gains/(losses) on closed contracts/agreements and foreign currency transactions		(2,169,926	)		(5,493,165	)		16,919,249
Net change in unrealized trading appreciation/(depreciation) on securities		(22,419	)		44,214			8,941
Net change in unrealized trading appreciation/(depreciation) on open contracts/agreements and translation of foreign currency		4,132,942			1,600,735			(399,586	)
Net realized gains/(losses) and change in unrealized appreciation/ (depreciation) on trading activities allocated from Man-AHL Diversified Trading Company L.P.		1,940,597			(3,848,216	)		16,528,604
NET INCOME/(LOSS)	$	1,373,295		$	(4,196,760	)	$	13,132,522
NET INCOME/(LOSS) PER UNIT OF PARTNERSHIP INTEREST (based on weighted average units outstanding during the year)
CLASS A Series 1	$	80.26		$	(225.77	)	$	658.74
CLASS A Series 2	$	239.83		$	(206.95	)	$	955.09
CLASS B Series 1	$	72.77		$	(230.20	)	$	673.19
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING DURING THE YEAR
CLASS A Series 1		11,173.38			12,458.35			12,811.15
CLASS A Series 2		505.66			715.10			833.91
CLASS B Series 1		4,882.03			5,369.67			5,788.65

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

F-6

    MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL
FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 and 2022


	CLASS A Series 1											CLASS A Series 2						CLASS B Series 1						TOTAL
	Limited Partners						General Partner					Limited Partners						Limited Partners
	Amounts*			Units*			Amounts*			Units*		Amounts*			Units*			Amounts*			Units*			Amounts*			Units*
PARTNERS’ CAPITAL January 1, 2024	$	57,057,130			11,847		$	897,609			186	$	3,994,356			689		$	24,774,942			5,144		$	86,724,037			17,866
Subscriptions		415,000			77			-			-		-			-			-			-			415,000			77
Redemptions		(7,168,678	)		(1,411	)		-			-		(1,873,017	)		(311	)		(3,209,146	)		(641	)		(12,250,841	)		(2,363	)
Net income/(loss)		886,913			-			9,823			-		121,276			-			355,283			-			1,373,295			-
PARTNERS’ CAPITAL December 31, 2024	$	51,190,365			10,513		$	907,432			186	$	2,242,615			378		$	21,921,079			4,503		$	76,261,491			15,580

PARTNERS’ CAPITAL January 1, 2023	$	62,695,988			12,423		$	940,620			186	$	4,302,440			717		$	28,035,699			5,555		$	95,974,747			18,881
Subscriptions		1,495,000			297			-			-		-			-			75,000			15			1,570,000			312
Redemptions		(4,364,201	)		(873	)		-			-		(160,095	)		(28	)		(2,099,654	)		(426	)		(6,623,950	)		(1,327	)
Net income/(loss)		(2,769,657	)		-			(43,011	)		-		(147,989	)		-			(1,236,103	)		-			(4,196,760	)		-
PARTNERS’ CAPITAL December 31, 2023	$	57,057,130			11,847		$	897,609			186	$	3,994,356			689		$	24,774,942			5,144		$	86,724,037			17,866

PARTNERS’ CAPITAL January 1, 2022	$	56,257,765			12,778		$	820,573			186	$	4,962,742			961		$	26,133,499			5,936		$	88,174,579			19,861
Subscriptions		1,950,000			378			-			-		-			-			402,800			80			2,352,800			458
Redemptions		(3,830,914	)		(733	)		-			-		(1,456,766	)		(244	)		(2,397,474	)		(461	)		(7,685,154	)		(1,438	)
Net income/(loss)		8,319,137			-			120,047			-		796,464			-			3,896,874			-			13,132,522			-
PARTNERS’ CAPITAL December 31, 2022	$	62,695,988			12,423		$	940,620			186	$	4,302,440			717		$	28,035,699			5,555		$	95,974,747			18,881

* Amounts and units have been rounded to the nearest whole number.

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

F-7

    MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 and 2022


	2024			2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/(loss)	$	1,373,295		$	(4,196,760	)	$	13,132,522
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities:
Purchases of investments in Man-AHL Diversified Trading Company L.P.		(415,000	)		(1,570,000	)		(825,266	)
Sales of investments in Man-AHL Diversified Trading Company L.P.		16,147,348			10,387,956			10,557,527
Net realized (gains)/losses and change in unrealized (appreciation)/depreciation on trading activities and net investment (income)/loss allocated from investment in Man-AHL Diversified Trading Company L.P.		(5,469,032	)		(89,098	)		(17,466,560	)
Changes in operating assets and liabilities:
Increase/(decrease) in management fees payable		(24,060	)		(21,804	)		19,925
Increase/(decrease) in servicing fees payable		(8,142	)		(7,289	)		6,595
Increase/(decrease) in accrued expenses and other liabilities		(53,742	)		94,613			(14,042	)
Net cash provided by/(used in) operating activities		11,550,667			4,597,618			5,410,701
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from subscriptions (net of change in subscriptions received in advance) *		365,000			1,620,000			2,352,800
Payments on redemptions (net of change in redemptions payable)		(11,965,667	)		(6,167,618	)		(7,763,501	)
Net cash provided by/(used in) financing activities		(11,600,667	)		(4,547,618	)		(5,410,701	)
NET INCREASE/(DECREASE) IN CASH		(50,000	)		50,000			-
CASH - Beginning of year		50,000			-			-
CASH - End of year	$	-		$	50,000		$	-

* Net of placement agent fees paid to Man Investments Inc. for the years ended December 31, 2024, 2023 and 2022 of $5,150, $19,200, and $1,000 respectively.

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

F-8

    MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership) 
NOTES TO FINANCIAL STATEMENTS

ORGANIZATION OF THE PARTNERSHIP

Man-AHL Diversified I L.P. (a Delaware Limited Partnership) (the “Partnership”) was organized in September 1997 under the Delaware Revised Uniform Limited Partnership Act, and commenced operations on April 3, 1998, for the purpose of engaging in the speculative trading of futures and forward contracts and related instruments. The Partnership is a “feeder” fund in a “master-feeder” structure, whereby the Partnership invests substantially all of its assets in Man-AHL Diversified Trading Company L.P. (the “Trading Company”). Man Investments (USA) Corp. (the “General Partner”), a Delaware corporation, serves as the Partnership’s General Partner. The General Partner is a subsidiary of Man Group plc, a Jersey public limited company that is listed on the London Stock Exchange. The General Partner oversees the operations and management of the Partnership.

AHL Partners LLP (the “Advisor”), a limited liability partnership established in England and Wales, acts as trading advisor to the Partnership. The Advisor is an affiliate of the General Partner and a subsidiary of Man Group plc. The Advisor is registered with the Commodity Futures Trading Commission (“CFTC”) as a commodity trading adviser and commodity pool operator and is a member of the National Futures Association (“NFA”) in such capacities, in addition to registration with the Financial Conduct Authority in the United Kingdom.

Man Investments Limited, a United Kingdom private limited company that is part of Man Group plc, is the managing member of the Advisor, and Man Investments Holdings Inc., a Delaware corporation that is part of Man Group plc, is the sole shareholder of the General Partner.

The Partnership’s units are distributed through the Partnership or other selling agents, including Man Investments Inc. (“MII”), an affiliate of the Advisor and General Partner. MII is a registered broker-dealer and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

The Partnership filed a registration statement under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which became effective in March 2008. The Partnership’s units are not, however, registered for sale through a public offering, and the General Partner does not intend to cause them to be so registered.

The Partnership offers two classes of units of limited partnership interests; Class A units are generally offered and Class B units are offered to employee benefit plans, IRAs and other retirement plans and accounts. The two classes of units are identical to each other except that Class B units may be purchased, transferred, held and redeemed in a minimum amount of $10,000. Within Class A and Class B, units are issued in two separate series. They are Class A Series 1, Class A Series 2, Class B Series 1 and Class B Series 2. No Class B Series 2 units were in issue as at December 31, 2024.

The Bank of New York Mellon serves as the administrator to the Partnership.

SIGNIFICANT ACCOUNTING POLICIES

The Partnership prepares its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The General Partner has evaluated the structure, objectives and activities of the Partnership and the Trading Company and determined that the Partnership and the Trading Company meet the characteristics of an investment company. As such, these financial statements have applied the guidance as set forth in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services - Investment Companies. The following is a summary of the significant accounting and reporting policies used in preparing the financial statements.

Use of Estimates — The preparation of financial statements in conformity with U.S. GAAP requires the General Partner to make estimates and assumptions that affect the reported amounts of assets and liabilities (and disclosure of contingent assets and liabilities) at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Investment in Man-AHL Diversified Trading Company L.P. — The Partnership’s investment in the Trading Company is valued at the fair value of the Partnership’s proportionate interest in the partners’ capital of the Trading Company. The fair value of the Partnership’s investment in the Trading Company approximates the carrying amounts presented in the Statements of Financial Condition. The Partnership records its proportionate share of the Trading Company’s income, expenses, and realized and unrealized gains and losses. Investment transactions are recorded on a trade-date basis. In addition, the Partnership accrues its own expenses. The performance of the Partnership is directly affected by the performance of the Trading Company. Attached are the financial statements of the Trading Company, including the condensed schedules of investments, which are an integral part of these financial statements. Valuation of investments held by the Trading Company is discussed in the Trading Company’s notes to financial statements.

F-9

     MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership) 
NOTES TO FINANCIAL STATEMENTS

As at December 31, 2024 and 2023, the Partnership owned 2,679.90 and 3,232.95 units, respectively, of the Trading Company. The Partnership’s aggregate ownership percentage of the Trading Company as at December 31, 2024 and 2023 was 44.95% and 48.91%, respectively.

The Partnership is able to redeem its investment from the Trading Company on a monthly basis. As at December 31, 2024 and 2023, the Partnership could redeem its investment without restriction at the month-end net asset value of the Trading Company.

Due from Man-AHL Diversified Trading Company L.P. — The amounts Due from Man-AHL Diversified Trading Company L.P. represent redemption requests made by the Partnership relating to its investment in the Trading Company. The requests have been received and recorded by the Trading Company but the proceeds have not been received by the Partnership. These amounts are ultimately due to limited partners of the Partnership as redemptions payable.

Expenses — The Advisor earns a monthly management fee in an amount equal to 0.1667% (2% annually) of the Partnership’s month-end Net Asset Value, as defined in the Limited Partnership Agreement (the “Agreement”). In addition, the General Partner earns a monthly general partner fee in an amount equal to 0.0833% (1% annually) of the month-end Net Asset Value of Class A Series 1 and Class B Series 1 units. The general partner fee is included in management fees in the Statements of Operations.

The Advisor also earns a monthly incentive fee equal to 20% of any Net New Appreciation, as defined in the Agreement, achieved by the Partnership, with new appreciation generally tracked on a class-by-class basis. The incentive fee is retained by the Advisor even if subsequent losses are incurred; however, no subsequent incentive fees will be paid to the Advisor until any such trading losses are recouped by the Partnership. Because the incentive fees are paid on the Net New Appreciation of the Partnership as a whole, it is possible that certain Limited Partners may experience increases in the Net Asset Value of their units while paying no incentive fees on such increases in the Net Asset Value of such units as a result of the timing of the purchase of units. During the years ended December 31, 2024, 2023 and 2022, no incentive fees were earned by the Advisor.

The Partnership pays a monthly servicing fee to MII in an amount equal to 0.0833% (1.00% annually) of the month-end Net Asset Value of Class A Series 1 and Class B Series 1 units and 0.0625% (0.75% annually) of the month-end Net Asset Value of Class A Series 2 and Class B Series 2 units. MII serves as the placement agent for all classes of units of the Partnership. As at December 31, 2024, 2023 and 2022, there are no Class B series 2 units outstanding.

Revenue Recognition — Income and expense are recognized on an accrual basis in the period in which they are incurred.

Derivative Contracts — The Partnership’s operating activities involve trading, indirectly through its investment in the Trading Company, in derivative contracts that involve varying degrees of market and credit risk. With respect to the Partnership’s investment in the Trading Company, the Partnership has limited liability, and, therefore, its maximum exposure to either market or credit loss is limited to the carrying value of its investment in the Trading Company, as set forth in the Statements of Financial Condition.

Net Income/(Loss) Per Unit — Net income/(loss) per unit of Class A Series 1, Class A Series 2, Class B Series 1, or Class B Series 2 partnership interest is equal to the net income/(loss) per class divided by the weighted average number of units outstanding per class. Weighted average number of units outstanding is the average of the units outstanding for each day during the years ended December 31, 2024, 2023 and 2022.

Income Taxes — The Partnership is not subject to federal, state, or local income tax. Such taxes are the liabilities of the individual partners and the amounts thereof will vary depending on the individual situation of each partner. Accordingly, there is no provision for income taxes in the accompanying financial statements. ASC 740, Income Taxes, defines how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements and is applied to all open tax years. The Partnership has evaluated tax positions taken or expected to be taken in the course of preparing the Partnership’s tax returns to determine whether the tax positions are more-likely-than-not to be sustained by the applicable tax authority. Based on this analysis of all tax jurisdictions and all open tax years subject to examination, there were no material tax positions not deemed to meet a more-likely-than-not-threshold. Therefore, no tax expense, including interest or penalties, was recorded for the years ended December 31, 2024, 2023 and 2022. To the extent that the Partnership records interest and penalties, they would be included in interest expense and other expenses, respectively, on the Statements of Operations. The following is the major tax jurisdiction for the Trading Company and the earliest tax year subject to examination: United States – 2021.

Other income — Other income included in the Statements of Operations includes the proceeds received by the Trading Company relating to a class action award for the years ended December 31, 2024, 2023 and 2022.

F-10

     MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership) 
NOTES TO FINANCIAL STATEMENTS

LIMITED PARTNERSHIP AGREEMENT

The General Partner and each limited partner share in the profits and losses of the Partnership in proportion to the amount of capital held by each partner. However, no limited partner is liable for obligations of the Partnership in excess of its capital subscription and net profits or losses, if any.

The Partnership’s units are continuously offered as of the first business day of each month at Net Asset Value, as defined in the Agreement. Limited partners may redeem any or all of their units as of the end of any month at Net Asset Value per unit on 10 days prior written notice to the General Partner. The Partnership will be dissolved on December 31, 2037, or upon the occurrence of certain events, as specified in the Agreement.

The General Partner is required to make and maintain a general partner investment in the Partnership in an aggregate amount equal to the lesser of 1.01% of the net aggregate capital subscriptions of all partners, or $500,000.

Distributions (other than redemptions of units), if any, are made on a pro-rata basis at the sole discretion of the General Partner. No distributions were declared or paid during the years ended December 31, 2024, 2023 and 2022.

Under the terms of the Agreement, the Partnership is liable for all costs associated with executing its business strategy. These costs include, but are not limited to, expenses associated with operations of the Partnership, such as management and incentive fees and other operating expenses, such as legal, audit, and tax return preparation fees.

FINANCIAL GUARANTEES

The Partnership enters into administrative and other professional service contracts that contain a variety of indemnifications. The Partnership’s maximum exposure under these arrangements is not known; however, the Partnership has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

F-11

     MAN-AHL DIVERSIFIED I L.P.
(A Delaware Limited Partnership) 
NOTES TO FINANCIAL STATEMENTS

FINANCIAL HIGHLIGHTS

The following represents the ratios to average limited partners’ capital and other information for the years ended December 31, 2024, 2023 and 2022:

         
        Class A

        Class A

        Class B

        Class A

        Class A

        Class B

        Class A

        Class A

        Class B

         
        Series 1

        Series 2

        Series 1

        Series 1

        Series 2

        Series 1

        Series 1

        Series 2

        Series 1

        Per unit operating performance:

MAN AHL DIVERSIFIED I LP 10-K