Transaction Details

Footnotes

The transaction represents the certification of achievement of the first of three tranches of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on December 18, 2024 (the "2024 PRSU Award"). Vesting of each tranche of the 2024 PRSU Award is based on relative total stockholder return and is subject to the reporting person's continued service through the certification date of achievement of the relevant tranche. | Each deferred restricted stock unit represents a right to receive one share of the Issuer's Class A Common Stock at the end of the deferral period (which is described in footnote 3 below). | The deferred restricted stock units reported herein are fully vested and shall be settled for shares of the Issuer's Class A Common Stock at the end of the deferral period during calendar year 2029, on a date to be determined by the Issuer. Notwithstanding the aforementioned deferral period, deferred restricted stock units will automatically settle earlier upon the earliest to occur of: (i) the reporting person's death, disability (as defined under the Issuer's 2021 Amended and Restated Equity Incentive Plan (the "Plan")), or separation from service with the Issuer; (ii) a Change in Control (as defined under the Plan); or (iii) the occurrence of an "unforeseeable emergency" (as defined under Section 409A of the Internal Revenue Code). | Since the first tranche of this award has been certified as achieved, the deferred restricted stock units reported herein as awarded pursuant to the first tranche are not subject to expiration. The two remaining tranches of the 2024 PRSU Award may expire if the relevant performance criteria are not achieved within the applicable performance period for such tranche. The performance period for the second and third tranches ends on December 18, 2026 and 2027, respectively.