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BNED

Barnes & Noble Education, Inc.

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Tapewire entity
5624
SEC CIK
0001634117
Parsed reports
425

Last 12 months

Inside the activity.

0 purchase rows · 11 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202602
Apr 202600
May 202600
Jun 202600
Jul 202607
Aug 202600
Sep 202602
Oct 202600

Latest available

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
June 19, 2019 Filed Jun 21, 2019 20:51 UTC
Paul SeemaSVP, Chief Accounting Officer
GrantCommon Stock 42,857 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000038 · wf-form4_156115028302821.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 136,887

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

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June 19, 2019 Filed Jun 21, 2019 20:50 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000037 · wf-form4_156115022339396.xml · nonDerivative · entry 2

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 237,930

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 20:50 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000037 · wf-form4_156115022339396.xml · nonDerivative · entry 1

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 185,550

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 16:48 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 1,874 $3.40 $6,371.60
Disclosure

SEC source: 0001634117-19-000017 · wf-form4_156089091504558.xml · nonDerivative · entry 2

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 109,175

F2 · shares: Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 3,447 performance-based shares granted to the reporting person on June 14, 2016.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 16:48 UTC
Culver StephenSVP, Chief Information Officer
Disposition to issuerCommon Stock 10,340 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000017 · wf-form4_156089091504558.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 111,049

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 3,447 shares were vested and 10,340 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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June 14, 2019 Filed Jun 18, 2019 16:49 UTC
Magill JoAnnSVP, Human Resources
Disposition to issuerCommon Stock 10,340 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000020 · wf-form4_156089097536850.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 118,235

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 3,447 shares were vested and 10,340 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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June 14, 2019 Filed Jun 18, 2019 16:49 UTC Tax withholdingCommon Stock 1,171 $3.40 $3,981.40
Disclosure

SEC source: 0001634117-19-000018 · wf-form4_156089093526606.xml · nonDerivative · entry 2

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 132,274

F2 · shares: Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 3,447 performance-based shares granted to the reporting person on June 14, 2016.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 16:49 UTC Disposition to issuerCommon Stock 10,340 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000018 · wf-form4_156089093526606.xml · nonDerivative · entry 1

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 133,445

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 3,447 shares were vested and 10,340 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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June 14, 2019 Filed Jun 18, 2019 16:49 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Disposition to issuerCommon Stock 44,314 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000019 · wf-form4_156089095649766.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,062,932

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 14,771 shares were vested and 44,314 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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June 14, 2019 Filed Jun 18, 2019 16:50 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Disposition to issuerCommon Stock 12,555 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000021 · wf-form4_156089099498188.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 322,427

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 4,185 shares were vested and 12,555 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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June 14, 2019 Filed Jun 18, 2019 20:48 UTC
Brover BarryEVP, Operations & BNC
Tax withholdingCommon Stock 1,687 $3.40 $5,735.80
Disclosure

SEC source: 0001634117-19-000016 · wf-form4_156089089550457.xml · nonDerivative · entry 2

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 307,164

F2 · shares: Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 4,924 performance-based shares granted to the reporting person on June 14, 2016.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 20:48 UTC
Brover BarryEVP, Operations & BNC
Disposition to issuerCommon Stock 14,771 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000016 · wf-form4_156089089550457.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 308,851

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 4,924 shares were vested and 14,771 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 20:50 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 1,050 $3.40 $3,570.00
Disclosure

SEC source: 0001634117-19-000022 · wf-form4_156089101343455.xml · nonDerivative · entry 2

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 94,030

F2 · shares: Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 3,447 performance-based shares granted to the reporting person on June 14, 2016.

Read SEC document
June 14, 2019 Filed Jun 18, 2019 20:50 UTC
Paul SeemaSVP, Chief Accounting Officer
Disposition to issuerCommon Stock 10,340 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000022 · wf-form4_156089101343455.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 95,080

F1 · shares: Represents the forfeiture of performance-based shares granted to the reporting person on June 14, 2016 that were eligible to vest based on certain financial performance objectives and satisfaction of the required holding period. Upon grant, the maximum 150% of target vesting amount was reported in Table I of Form 4. On June 14, 2019, 3,447 shares were vested and 10,340 shares were forfeited, based upon the Company's performance over the applicable performance period and the lapse of the required holding period.

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March 16, 2019 Filed Mar 19, 2019 17:06 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 1,278 $4.81 $6,147.18
Disclosure

SEC source: 0001581718-19-000002 · wf-form4_155302864936521.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 334,982

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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February 26, 2019 Filed Feb 27, 2019 16:09 UTC SaleCommon Stock 224,667 $7.59 $1,706,053.80
Disclosure

SEC source: 0001567619-19-005479 · doc1.xml · nonDerivative · entry 2

ABRAMS CAPITAL MANAGEMENT, L.P. · CIK 0001358706 · 10% owner

ABRAMS CAPITAL MANAGEMENT, LLC · CIK 0001165407 · 10% owner

ABRAMS CAPITAL, LLC · CIK 0001112443 · 10% owner

Abrams Capital Partners II, L.P. · CIK 0001292420 · 10% owner

Abrams David C · CIK 0001292250 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,532,685

F2 · price: Represents the weighted average purchase price of shares purchased in a series of open market transactions on the transaction date at prices ranging from $7.5106 to $7.6550 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price.

F3 · ownership.nature: Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of Abrams Capital Partners II, L.P. ("ACP II") and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by ACP II and shares beneficially owned by other private investment funds for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.

F4 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F6 · ownership.nature: Of the shares sold on February 26, 2019, 181,002 shares were held for the account of ACP II, 212,613 shares may be deemed to have been beneficially owned by Abrams Capital and all of such shares may be deemed to have been beneficially owned by Mr. Abrams, the LP and the LLC. As of February 26, 2019, 3,651,744 of the shares reported herein are held for the account of ACP II, Abrams Capital may be deemed to beneficially own 4,289,510 of the shares reported herein, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own all of such shares.

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February 25, 2019 Filed Feb 27, 2019 16:09 UTC SaleCommon Stock, par value $0.01 ("Common Stock") 220,673 $7.37 $1,625,697.99
Disclosure

SEC source: 0001567619-19-005479 · doc1.xml · nonDerivative · entry 1

ABRAMS CAPITAL MANAGEMENT, L.P. · CIK 0001358706 · 10% owner

ABRAMS CAPITAL MANAGEMENT, LLC · CIK 0001165407 · 10% owner

ABRAMS CAPITAL, LLC · CIK 0001112443 · 10% owner

Abrams Capital Partners II, L.P. · CIK 0001292420 · 10% owner

Abrams David C · CIK 0001292250 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,757,352

F1 · price: Represents the weighted average purchase price of shares purchased in a series of open market transactions on the transaction date at prices ranging from $7.3597 to $7.3802 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price.

F3 · ownership.nature: Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of Abrams Capital Partners II, L.P. ("ACP II") and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by ACP II and shares beneficially owned by other private investment funds for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.

F4 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F5 · ownership.nature: Of the shares sold on February 25, 2019, 177,784 shares were held for the account of ACP II, 208,834 shares may be deemed to have been beneficially owned by Abrams Capital and all of such shares may be deemed to have been beneficially owned by Mr. Abrams, the LP and the LLC.

Read SEC document
February 22, 2019 Filed Feb 22, 2019 17:24 UTC SaleCommon Stock 185,740 $7.29 $1,353,487.38
Disclosure

SEC source: 0001567619-19-005279 · doc1.xml · nonDerivative · entry 3

ABRAMS CAPITAL MANAGEMENT, L.P. · CIK 0001358706 · 10% owner

ABRAMS CAPITAL MANAGEMENT, LLC · CIK 0001165407 · 10% owner

ABRAMS CAPITAL, LLC · CIK 0001112443 · 10% owner

Abrams Capital Partners II, L.P. · CIK 0001292420 · 10% owner

Abrams David C · CIK 0001292250 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,978,025

F2 · price: Represents the weighted average purchase price of shares purchased in a series of open market transactions on the transaction date at prices ranging from $7.0743 to $7.3500 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price.

F3 · ownership.nature: Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of Abrams Capital Partners II, L.P. ("ACP II") and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by ACP II and shares beneficially owned by other private investment funds for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.

F4 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F7 · ownership.nature: Of the shares sold on February 22, 2019, 149,639 shares were held for the account of ACP II, 175,774 shares may be deemed to have been beneficially owned by Abrams Capital and all of such shares may be deemed to have been beneficially owned by Mr. Abrams, the LP and the LLC. As of February 22, 2019, 4,010,530 of the shares reported herein are held for the account of ACP II, Abrams Capital may be deemed to beneficially own 4,710,957 of the shares reported herein, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own all of such shares.

Read SEC document
February 21, 2019 Filed Feb 22, 2019 17:24 UTC SaleCommon Stock 608,700 $7.15 $4,351,596.30
Disclosure

SEC source: 0001567619-19-005279 · doc1.xml · nonDerivative · entry 2

ABRAMS CAPITAL MANAGEMENT, L.P. · CIK 0001358706 · 10% owner

ABRAMS CAPITAL MANAGEMENT, LLC · CIK 0001165407 · 10% owner

ABRAMS CAPITAL, LLC · CIK 0001112443 · 10% owner

Abrams Capital Partners II, L.P. · CIK 0001292420 · 10% owner

Abrams David C · CIK 0001292250 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 5,163,765

F1 · price: Represents the weighted average purchase price of shares purchased in a series of open market transactions on the transaction date at prices ranging from $7.1390 to $7.2200 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price.

F3 · ownership.nature: Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of Abrams Capital Partners II, L.P. ("ACP II") and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by ACP II and shares beneficially owned by other private investment funds for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.

F4 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F6 · ownership.nature: Of the shares sold on February 21, 2019, 490,396 shares were held for the account of ACP II, 576,043 shares may be deemed to have been beneficially owned by Abrams Capital and all of such shares may be deemed to have been beneficially owned by Mr. Abrams, the LP and the LLC.

Read SEC document
February 20, 2019 Filed Feb 22, 2019 17:24 UTC SaleCommon Stock, par value $0.01 ("Common Stock") 100,000 $7.02 $701,500.00
Disclosure

SEC source: 0001567619-19-005279 · doc1.xml · nonDerivative · entry 1

ABRAMS CAPITAL MANAGEMENT, L.P. · CIK 0001358706 · 10% owner

ABRAMS CAPITAL MANAGEMENT, LLC · CIK 0001165407 · 10% owner

ABRAMS CAPITAL, LLC · CIK 0001112443 · 10% owner

Abrams Capital Partners II, L.P. · CIK 0001292420 · 10% owner

Abrams David C · CIK 0001292250 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 5,772,465

F3 · ownership.nature: Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of Abrams Capital Partners II, L.P. ("ACP II") and other private investment funds for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by ACP II and shares beneficially owned by other private investment funds for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.

F4 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F5 · ownership.nature: Of the shares sold on February 20, 2019, 80,565 shares were held for the account of ACP II, 94,635 shares may be deemed to have been beneficially owned by Abrams Capital and all of such shares may be deemed to have been beneficially owned by Mr. Abrams, the LP and the LLC.

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September 26, 2018 Filed Sep 27, 2018 17:01 UTC GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000100 · wf-form4_153808205745746.xml · nonDerivative · entry 1

DEMATTEO DANIEL A · CIK 0001166817 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 62,797

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2019; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2018 Filed Sep 27, 2018 16:55 UTC
Culver StephenSVP, Chief Information Officer
GrantCommon Stock 25,963 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000092 · wf-form4_153808171844116.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 121,389

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
September 26, 2018 Filed Sep 27, 2018 16:57 UTC
Magill JoAnnSVP, Human Resources
GrantCommon Stock 25,963 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000094 · wf-form4_153808180347695.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 128,575

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
September 26, 2018 Filed Sep 27, 2018 16:58 UTC
Maloney PatrickEVP, Operations; Pres, BNC
GrantCommon Stock 120,577 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000096 · wf-form4_153808188485665.xml · nonDerivative · entry 1

Maloney Patrick · CIK 0001649059 · EVP, Operations; Pres, BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 604,829

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
September 26, 2018 Filed Sep 27, 2018 21:01 UTC GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000101 · wf-form4_153808210122083.xml · nonDerivative · entry 1

Golden David G · CIK 0001497696 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,633

F1 · shares: Grant of restricted shares vesting on September 26, 2019.

Read SEC document
September 26, 2018 Filed Sep 27, 2018 16:56 UTC
HUSEBY MICHAELDirector · Chairman and CEO
GrantCommon Stock 153,845 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000093 · wf-form4_153808176072616.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,107,246

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

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September 26, 2018 Filed Sep 27, 2018 17:03 UTC GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000103 · wf-form4_153808219079526.xml · nonDerivative · entry 1

THORNTON JERRY SUE · CIK 0001183301 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 62,797

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2019; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2018 Filed Sep 27, 2018 17:02 UTC
RYAN JOHN RDirector
GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000102 · wf-form4_153808214686128.xml · nonDerivative · entry 1

RYAN JOHN R · CIK 0001243319 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 86,246

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2019; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2018 Filed Sep 27, 2018 17:04 UTC GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000104 · wf-form4_153808223546231.xml · nonDerivative · entry 1

WILSON DAVID A · CIK 0001242919 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,634

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2019; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2018 Filed Sep 27, 2018 16:57 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
GrantCommon Stock 80,769 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000095 · wf-form4_153808184743247.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 336,260

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

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September 26, 2018 Filed Sep 27, 2018 21:00 UTC
CHIU EMILY CDirector
GrantCommon Stock 21,506 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000099 · wf-form4_153808201354989.xml · nonDerivative · entry 1

CHIU EMILY C · CIK 0001744684 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,506

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2019; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2018 Filed Sep 27, 2018 20:59 UTC
Paul SeemaSVP, Chief Accounting Officer
GrantCommon Stock 30,770 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000098 · wf-form4_153808197086961.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 105,420

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

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September 26, 2018 Filed Sep 27, 2018 20:59 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
GrantCommon Stock 57,694 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000097 · wf-form4_153808192778823.xml · nonDerivative · entry 1

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 133,170

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

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September 26, 2018 Filed Sep 27, 2018 20:54 UTC
Brover BarryEVP, Chief Financial Officer
GrantCommon Stock 69,232 $0.00 $0.00
Disclosure

SEC source: 0001634117-18-000091 · wf-form4_153808167482745.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 323,622

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 26, 2019, September 26, 2020 and September 26, 2021, or in each case, if such date is not a business day, the business day immediately following such date.

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September 19, 2018 Filed Sep 21, 2018 16:47 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 1,781 $5.65 $10,062.65
Disclosure

SEC source: 0001634117-18-000066 · wf-form4_153756284634271.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 95,426

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 19, 2018 Filed Sep 21, 2018 16:44 UTC
Magill JoAnnSVP, Human Resources
Tax withholdingCommon Stock 2,035 $5.65 $11,497.75
Disclosure

SEC source: 0001634117-18-000062 · wf-form4_153756267636758.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 102,612

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 19, 2018 Filed Sep 21, 2018 16:45 UTC
Maloney PatrickEVP, Operations; Pres, BNC
Tax withholdingCommon Stock 22,134 $5.65 $125,057.10
Disclosure

SEC source: 0001634117-18-000063 · wf-form4_153756272033101.xml · nonDerivative · entry 1

Maloney Patrick · CIK 0001649059 · EVP, Operations; Pres, BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 484,252

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 19, 2018 Filed Sep 21, 2018 16:48 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Tax withholdingCommon Stock 45,883 $5.65 $259,238.95
Disclosure

SEC source: 0001634117-18-000067 · wf-form4_153756289364721.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 953,401

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2018 Filed Sep 21, 2018 16:49 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 7,234 $5.65 $40,872.10
Disclosure

SEC source: 0001634117-18-000068 · wf-form4_153756293604944.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 255,491

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 19, 2018 Filed Sep 21, 2018 20:46 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
Tax withholdingCommon Stock 6,752 $5.65 $38,148.80
Disclosure

SEC source: 0001634117-18-000065 · wf-form4_153756279667880.xml · nonDerivative · entry 1

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 75,476

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 19, 2018 Filed Sep 21, 2018 20:49 UTC
Brover BarryEVP, Chief Financial Officer
Tax withholdingCommon Stock 7,294 $5.65 $41,211.10
Disclosure

SEC source: 0001634117-18-000069 · wf-form4_153756298215754.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 254,390

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2018 Filed Sep 21, 2018 20:46 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 2,226 $5.65 $12,576.90
Disclosure

SEC source: 0001634117-18-000064 · wf-form4_153756275814329.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 74,650

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 16, 2018 Filed Sep 18, 2018 16:49 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 4,836 $5.62 $27,178.32
Disclosure

SEC source: 0001634117-18-000049 · wf-form4_153730376438297.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 97,207

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2018 Filed Sep 18, 2018 16:48 UTC
Magill JoAnnSVP, Human Resources
Tax withholdingCommon Stock 4,423 $5.62 $24,857.26
Disclosure

SEC source: 0001634117-18-000047 · wf-form4_153730369145116.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 104,647

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2018 Filed Sep 18, 2018 16:51 UTC
Maloney PatrickEVP, Operations; Pres, BNC
Tax withholdingCommon Stock 25,266 $5.62 $141,994.92
Disclosure

SEC source: 0001634117-18-000052 · wf-form4_153730387837471.xml · nonDerivative · entry 1

Maloney Patrick · CIK 0001649059 · EVP, Operations; Pres, BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 506,386

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2018 Filed Sep 18, 2018 16:50 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Tax withholdingCommon Stock 37,738 $5.62 $212,087.56
Disclosure

SEC source: 0001634117-18-000050 · wf-form4_153730380312087.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 999,284

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 16, 2018 Filed Sep 18, 2018 16:50 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 5,897 $5.62 $33,141.14
Disclosure

SEC source: 0001634117-18-000051 · wf-form4_153730384032868.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 262,725

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2018 Filed Sep 18, 2018 20:52 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 3,632 $5.62 $20,411.84
Disclosure

SEC source: 0001634117-18-000053 · wf-form4_153730391670663.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 76,876

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2018 Filed Sep 18, 2018 20:49 UTC
Brover BarryEVP, Chief Financial Officer
Tax withholdingCommon Stock 7,736 $5.62 $43,476.32
Disclosure

SEC source: 0001634117-18-000048 · wf-form4_153730372781723.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 261,684

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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August 27, 2018 Filed Aug 28, 2018 16:25 UTC
RYAN JOHN RDirector
PurchaseCommon Stock 20,040 $4.97 $99,598.80
Disclosure

SEC source: 0001634117-18-000039 · wf-form4_153548793435577.xml · nonDerivative · entry 1

RYAN JOHN R · CIK 0001243319 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 64,740

F1 · price: Represents the weighted average price of multiple transactions with prices between $4.95 and $4.99 per share. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or asecurity holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.