Transaction Details

Footnotes

Pursuant to the Agreement and Plan of Merger, dated as of September 24, 2025 (the "Merger Agreement"), by and among the Issuer, Igloo Group Parent, Inc. ("Parent") and Igloo Group Acquisition Company, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting person immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $10.30 per share in cash, without interest thereon (the "Per Share Price"). | The shares of Common Stock reported as disposed by the reporting person include (i) 131,319 unvested restricted stock units ("Company RSUs") which became vested at the Effective Time and were cancelled and converted into the right to receive the Per Share Price and (ii) 393,960 Company RSUs which, pursuant to the Merger Agreement, were, at or immediately prior to the Effective Time, cancelled and converted into the right to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (A) the Per Share Price and (B) the total number of shares of Common Stock subject to such Company RSUs as of immediately prior to the Effective Time (the "Converted Cash Awards"). The Converted Cash Awards will, subject to the reporting person's continued service through the applicable vesting dates, | (Continued from footnote 2) vest and be payable at the time when the Company RSUs for which the Converted Cash Awards were exchanged would have vested pursuant to the terms thereof.