Transaction Details

Footnotes

On July 2, 2025, Enstar Group Limited (the "Issuer") consummated the previously announced transaction with Sixth Street Partners, LLC ("Sixth Street"), pursuant to the Agreement and Plan of Merger, dated as of July 29, 2024, by and among Elk Bidco Limited, Enstar Group Limited and the other parties thereto, whereby Sixth Street indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each Ordinary Share of the Issuer was canceled and converted into the right to receive an amount in cash equal to $338, without interest and less any applicable withholding taxes (the "Merger Consideration"). | In connection with the Merger, 648 Restricted Share Units ("RSUs") were fully vested, canceled and converted into the right to receive a cash payment equal to (a) the Merger Consideration multiplied by (b) the number of such RSUs. 2,002 RSUs, granted on March 20, 2025, were converted into a cash award entitling the Reporting Person to receive an amount equal to (a) the Merger Consideration multiplied by (b) the number of such unvested RSUs, which will vest in three equal annual installments beginning on March 20, 2026. | Represents Ordinary Shares which, pursuant to the Merger Agreement, and the Rollover and Support Agreement, dated as of July 2, 2025, by and among Elk Topco LLC ("Topco"), Ms. Taranto and the other parties thereto, immediately prior to the effective time of the Third Merger, were transferred, contributed and delivered to Topco (or an affiliate thereof) in exchange for participating non-voting interests of Topco (or an affiliate thereof).