ACEL

SEC source: 0000899243-19-028013 · doc4.xml · derivative · entry 9

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 11,474

Underlying: Class A-1 Common Stock · 11,474 shares

Expires 2024-11-20

F7 · derivative.exercise_date: The warrants will become exercisable 30 days after the closing of the business combination contemplated by the Transaction Agreement (the "Closing"). The Issuer is required to use its best efforts to file with the U.S. Securities and Exchange Commission, within 15 business days of the Closing, a registration statement for the registration of Class A-1 Common Stock issuable upon exercise of the warrants.

F3 · ownership.nature: Securities are held by the Crilly Court Trust, of which the Reporting Person is a beneficiary. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · derivative · entry 8

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 11,473

Underlying: Class A-1 Common Stock · 11,473 shares

Expires 2024-11-20

F7 · derivative.exercise_date: The warrants will become exercisable 30 days after the closing of the business combination contemplated by the Transaction Agreement (the "Closing"). The Issuer is required to use its best efforts to file with the U.S. Securities and Exchange Commission, within 15 business days of the Closing, a registration statement for the registration of Class A-1 Common Stock issuable upon exercise of the warrants.

F4 · ownership.nature: Securities are held by Grant Place Fund LLC, of which the Reporting Person is the Manager. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · derivative · entry 7

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 39,487

Underlying: Class A-1 Common Stock · 39,487 shares

Expires not disclosed

F6 · derivative.exercise_price: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.exercise_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.expiration_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F2 · ownership.nature: Securities are held by the David W. Ruttenberg Revocable Trust, of which the Reporting Person is the sole trustee. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · derivative · entry 6

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 14,082

Underlying: Class A-1 Common Stock · 14,082 shares

Expires not disclosed

F6 · derivative.exercise_price: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.exercise_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.expiration_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F3 · ownership.nature: Securities are held by the Crilly Court Trust, of which the Reporting Person is a beneficiary. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · derivative · entry 5

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 14,081

Underlying: Class A-1 Common Stock · 14,081 shares

Expires not disclosed

F6 · derivative.exercise_price: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.exercise_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F6 · derivative.expiration_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F4 · ownership.nature: Securities are held by Grant Place Fund LLC, of which the Reporting Person is the Manager. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · nonDerivative · entry 4

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 149,351

F1 · price: Under the terms of the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of Accel Entertainment, Inc. ("Accel") named as Sellers therein, and the Shareholder Representatives named therein (the "Transaction Agreement"), 284,928 shares of the Common Stock of Accel held indirectly by the Reporting Person were exchanged for (i) cash payments in the aggregate amount of $30,336,044.26, (ii) 1,951,550 shares of the Issuer's Class A-1 Common Stock, (iii) 67,650 shares of the Issuer's Class A-2 Common Stock, and (iv) warrants to purchase an aggregate of 55,122 shares of the Issuer's Class A-1 Common Stock.

F5 · ownership.nature: Securities are held by Lakewest Gaming General Partnership, of which the Reporting Person is the general partner. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · nonDerivative · entry 3

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 638,966

F1 · price: Under the terms of the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of Accel Entertainment, Inc. ("Accel") named as Sellers therein, and the Shareholder Representatives named therein (the "Transaction Agreement"), 284,928 shares of the Common Stock of Accel held indirectly by the Reporting Person were exchanged for (i) cash payments in the aggregate amount of $30,336,044.26, (ii) 1,951,550 shares of the Issuer's Class A-1 Common Stock, (iii) 67,650 shares of the Issuer's Class A-2 Common Stock, and (iv) warrants to purchase an aggregate of 55,122 shares of the Issuer's Class A-1 Common Stock.

F4 · ownership.nature: Securities are held by Grant Place Fund LLC, of which the Reporting Person is the Manager. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · nonDerivative · entry 2

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 638,983

F1 · price: Under the terms of the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of Accel Entertainment, Inc. ("Accel") named as Sellers therein, and the Shareholder Representatives named therein (the "Transaction Agreement"), 284,928 shares of the Common Stock of Accel held indirectly by the Reporting Person were exchanged for (i) cash payments in the aggregate amount of $30,336,044.26, (ii) 1,951,550 shares of the Issuer's Class A-1 Common Stock, (iii) 67,650 shares of the Issuer's Class A-2 Common Stock, and (iv) warrants to purchase an aggregate of 55,122 shares of the Issuer's Class A-1 Common Stock.

F3 · ownership.nature: Securities are held by the Crilly Court Trust, of which the Reporting Person is a beneficiary. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028013 · doc4.xml · nonDerivative · entry 1

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 524,250

F1 · price: Under the terms of the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of Accel Entertainment, Inc. ("Accel") named as Sellers therein, and the Shareholder Representatives named therein (the "Transaction Agreement"), 284,928 shares of the Common Stock of Accel held indirectly by the Reporting Person were exchanged for (i) cash payments in the aggregate amount of $30,336,044.26, (ii) 1,951,550 shares of the Issuer's Class A-1 Common Stock, (iii) 67,650 shares of the Issuer's Class A-2 Common Stock, and (iv) warrants to purchase an aggregate of 55,122 shares of the Issuer's Class A-1 Common Stock.

F2 · ownership.nature: Securities are held by the David W. Ruttenberg Revocable Trust, of which the Reporting Person is the sole trustee. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

SEC source: 0000899243-19-028017 · doc4.xml · derivative · entry 3

Harmer Derek · CIK 0001794002 · Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,940

Underlying: Class A-1 Common Stock · 9,940 shares

Expires 2024-11-20

F3 · derivative.exercise_date: The warrants will become exercisable 30 days after the closing of the business combination contemplated by the Transaction Agreement (the "Closing"). The Issuer is required to use its best efforts to file with the U.S. Securities and Exchange Commission, within 15 business days of the Closing, a registration statement for the registration of Class A-1 Common Stock issuable upon exercise of the warrants.

SEC source: 0000899243-19-028017 · doc4.xml · derivative · entry 2

Harmer Derek · CIK 0001794002 · Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,200

Underlying: Class A-1 Common Stock · 12,200 shares

Expires not disclosed

F2 · derivative.exercise_price: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F2 · derivative.exercise_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

F2 · derivative.expiration_date: The Issuer's Class A-2 Common Stock will be eligible to convert into an equal number of the Issuer's Class A-1 Common Stock in three separate tranches upon the satisfaction of certain predetermined stock price or earnings thresholds as set forth in the Restricted Stock Agreement dated as of November 20, 2019, by and among the Issuer, the Reporting Person and the other persons party thereto. If the Issuer undergoes an Acceleration Event (as defined therein) and the satisfaction of the applicable stock price or earnings thresholds cannot be determined at that time, then each share of Class A-2 Common Stock not previously converted into Class A-1 Common Stock will convert into Class A-1 Common Stock immediately prior to the consummation of such Acceleration Event. The Class A-2 Common Stock has no expiration date.

SEC source: 0000899243-19-028017 · doc4.xml · nonDerivative · entry 1

Harmer Derek · CIK 0001794002 · Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 181,407

F1 · price: Under the terms of the Transaction Agreement, dated as of June 13, 2019, as amended, by and among the Issuer, each of the shareholders of Accel Entertainment, Inc. ("Accel") named as Sellers therein, and the Shareholder Representatives named therein (the "Transaction Agreement"), 13,192 shares of the Class A Common Stock of Accel held by the Reporting Person were exchanged for (i) a cash payment in the amount of $466,933.74, (ii) 181,407 shares of the Issuer's Class A-1 Common Stock, (iii) 12,200 shares of the Issuer's Class A-2 Common Stock, and (iv) warrants to purchase 9,940 shares of the Issuer's Class A-1 Common Stock.

SEC source: 0001209191-21-021974 · doc4a.xml · nonDerivative · entry 1

Ruttenberg David W. · CIK 0001794305 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

SEC source: 0000903423-17-000525 · tpgpace.xml · derivative · entry 1

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 11,050,000

Underlying: Class A Ordinary Shares · 250,000 shares

Expires not disclosed

F1 · derivative.exercise_price: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F1 · kind: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F1 · price: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F1 · derivative.exercise_date: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F1 · derivative.expiration_date: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F1 · ownership.nature: On August 11, 2017, TPG Pace II Sponsor, LLC ("Pace II Sponsor") forfeited at no cost 250,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") in connection with the election by the underwriters of the Issuer's initial public offering to decline in part to exercise an option granted to them to cover over-allotments. Pursuant to the Issuer's Amended & Restated Memorandum and Articles of Association, the Class F Shares will automatically convert into Class A Ordinary Shares of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

F2 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of Pace II Sponsor.

F3 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F4 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0000903423-17-000449 · tpgpace.xml · derivative · entry 1

TPG Group Holdings (SBS) Advisors, Inc. · CIK 0001495741 · Director · 10% owner

BONDERMAN DAVID · CIK 0000860866 · Director · 10% owner

COULTER JAMES G · CIK 0001099776 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 7,333,333

Underlying: Class A Ordinary Shares · 7,333,333 shares

Expires not disclosed

F2 · derivative.exercise_date: On June 30, 2017, Pace II Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one Class A Ordinary Share, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of June 27, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F2 · derivative.expiration_date: On June 30, 2017, Pace II Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one Class A Ordinary Share, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of June 27, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F1 · ownership.nature: David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole member of TPG Pace Governance, LLC, which is the managing member of TPG Pace II Sponsor, LLC ("Pace II Sponsor"), which holds an aggregate of (i) 11,300,000 Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), of TPG Pace Holdings Corp. (the "Issuer") and (ii) 7,333,333 warrants (the "Warrants").

F2 · ownership.nature: On June 30, 2017, Pace II Sponsor purchased from the Issuer the Warrants at a purchase price of $1.50 per Warrant. Each Warrant is initially exercisable for one Class A Ordinary Share, par value $0.0001 per share (the "Class A Shares") at an initial exercise price (the "Exercise Price") of $11.50. The number of Class A Shares issuable upon exercise of the Warrants and the Exercise Price are subject to certain adjustments as set forth in the Warrant Agreement dated as of June 27, 2017 between the Issuer and Continental Stock Transfer & Trust Company, as warrant agent.

F3 · ownership.nature: The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) June 30, 2018 and (ii) terminating on the earlier of (a) the date that is five years after the date on which the Issuer completes its initial business combination and (b) the liquidation of the Issuer if it fails to consummate a business combination.

F4 · ownership.nature: Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective direct or indirect pecuniary interests therein. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.