Transaction Details

Footnotes

The Convertible Common Stock is convertible into a number of shares of Class B Common Stock (or Class A Common Stock if no Class B Common Stock is outstanding at the time of such conversion) representing the product of (i) 1.25% of the Issuer's fully diluted capital stock (including Class B or Class A Common Stock issuable upon such conversion) outstanding at the time of conversion multiplied by (ii) (A) two times (B) the value of one minus the quotient obtained by dividing (x) $28 (the "IPO Price") by (y) the stock price per Class A common stock at the time of conversion, subject to certain adjustments. The Convertible Common Stock will be convertible at the holder's option from April 17, 2031 until April 17, 2036; provided that prior to conversion, the price of Class A common stock must equal at least two-times the IPO Price. | (Continued from footnote 1) The Convertible Common Stock will also provide for automatic conversion upon the occurrence of certain change of control events occurring after April 20, 2029. | The Convertible Common Stock is held directly by Arcline Arxis Advisory I, L.P., which is indirectly controlled and owned by Rajeev Amara and Shyam Ravindran (See "Remarks" below). | The Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis at the option of the Reporting Persons and will automatically convert into Class A Common Stock on a one-for-one basis upon any transfer (other than a permitted transfer described in the Issuer's amended and restated certificate of incorporation) and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. The Class B Common Stock does not expire. | Represents shares of Class B Common Stock issued to the Reporting Persons in replacement of equity interests in certain subsidiaries of the Issuer with equivalent value as a result of the reorganization effected in connection with the Issuer's initial public offering. These shares are held directly by Engineered Components Borrower Series LP - Engineered Polymer Series (71,544,608 shares), Engineered Components Borrower Series LP - Hawkeye Series (36,689,297 shares), Engineered Components Borrower Series LP - Ovation Series (122,746,592 shares), Engineered Components Borrower Series LP - Connector Series (91,338,254 shares), and Arcline Double Eagle Master Fund-A LP (18,358,032 shares).