HLLY

SEC source: 0001209191-21-057567 · doc4.xml · nonDerivative · entry 2

Bardos Dominic · CIK 0001869375 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 141,500

F2 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represent the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest under the following schedule: 55% on July 16, 2022, 30% on July 16, 2023, and 15% on July 16, 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057567 · doc4.xml · nonDerivative · entry 1

Bardos Dominic · CIK 0001869375 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 61,500

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057569 · doc4.xml · nonDerivative · entry 1

Basham Owen · CIK 0001871961 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057578 · doc4.xml · nonDerivative · entry 1

Nimmagadda Vinod · CIK 0001870053 · EVP Corp. Dev. & New Ventures

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 51,334

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057581 · doc4.xml · nonDerivative · entry 1

Tomlinson Thomas W · CIK 0001870115 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 200,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057583 · doc4.xml · nonDerivative · entry 1

Trussell Stephen · CIK 0001870057 · VP Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,922

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057579 · doc4.xml · nonDerivative · entry 1

Rubel Matthew E · CIK 0001332547 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057577 · doc4.xml · nonDerivative · entry 1

JONES GINGER M · CIK 0001360712 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057571 · doc4.xml · nonDerivative · entry 1

Bianchini Gina L · CIK 0001542675 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057576 · doc4.xml · nonDerivative · entry 1

Gloeckler Michelle J. · CIK 0001788782 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057580 · doc4.xml · nonDerivative · entry 1

Rutledge Terrill M · CIK 0001870445 · Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,181

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057575 · doc4.xml · nonDerivative · entry 1

Crawford Sean · CIK 0001870672 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 42,750

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0001209191-21-057574 · doc4.xml · nonDerivative · entry 1

Coady James D. · CIK 0001872749 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,000

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on July 16, 2022, subject to the reporting person's continuous service through such date.

SEC source: 0001209191-21-057573 · doc4.xml · nonDerivative · entry 1

Bruce Jason Richard · CIK 0001871490 · VP Business Development

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,051

F1 · security: Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal, installments on July 16 of each of 2022, 2023 and 2024, subject to the reporting person's continuous employment through such date.

SEC source: 0000899243-21-033911 · doc4.xml · nonDerivative · entry 1

Nimmagadda Vinod · CIK 0001870053 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,584

SEC source: 0000899243-21-028822 · doc4.xml · derivative · entry 4

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A ordinary shares · 6,250,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · derivative.exercise_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · derivative.expiration_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · derivative.underlying: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F2 · ownership.direct: Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0000899243-21-028822 · doc4.xml · nonDerivative · entry 1

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,250,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F2 · ownership.direct: Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0000899243-21-029075 · doc4.xml · nonDerivative · entry 1

LOBEL DAVID S · CIK 0001251226 · Director · 10% owner

Holley Parent Holdings, L.L.C. · CIK 0001871959 · 10% owner

Sentinel Partners V, L.P. · CIK 0001871535 · 10% owner

Sentinel Managing Co V, Inc. · CIK 0001871532 · 10% owner

Sentinel Capital Partners V, L.P. · CIK 0001581247 · 10% owner

Sentinel Capital Partners V-A, L.P. · CIK 0001581249 · 10% owner

Sentinel Capital Investors V, L.P. · CIK 0001581250 · 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: 67,673,884

F1 · kind: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F1 · price: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F1 · ownership.nature: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F2 · ownership.nature: See Exhibit 99.2 for Joint Filer information.

SEC source: 0000899243-21-029061 · doc4.xml · nonDerivative · entry 1

Basham Owen · CIK 0001871961 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 67,673,884

F1 · price: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F1 · ownership.nature: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F2 · ownership.nature: Owen Basham may be deemed to beneficially own shares held directly by Holley Parent Holdings by virtue of his relationship with Holley Parent Holdings, LLC. Mr. Basham disclaims beneficial ownership of the shares held by Holley Parent Holdings other than to the extent of his pecuniary interest therein.

SEC source: 0000899243-21-029076 · doc4.xml · derivative · entry 1

Nimmagadda Vinod · CIK 0001870053 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 142,502

Underlying: Common Stock · 142,502 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029080 · doc4.xml · derivative · entry 1

Tomlinson Thomas W · CIK 0001870115 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 584,622

Underlying: Common Stock · 584,622 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029072 · doc4.xml · derivative · entry 1

Trussell Stephen · CIK 0001870057 · VP Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 64,080

Underlying: Common Stock · 64,080 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029058 · doc4.xml · derivative · entry 1

Bardos Dominic · CIK 0001869375 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 179,771

Underlying: Common Stock · 179,771 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029073 · doc4.xml · derivative · entry 1

Rutledge Terrill M · CIK 0001870445 · Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 99,916

Underlying: Common Stock · 99,916 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029064 · doc4.xml · derivative · entry 1

Bruce Jason Richard · CIK 0001871490 · VP Business Development

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 58,612

Underlying: Common Stock · 58,612 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029066 · doc4.xml · derivative · entry 1

Crawford Sean · CIK 0001870672 · Chief Marketing Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 124,963

Underlying: Common Stock · 124,963 shares

Expires 2031-07-15

F1 · shares: Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan (the "Plan").

F2 · derivative.exercise_date: The shares subject to the stock option vest and become exercisable under the following schedule, subject to the earlier filing of a Registration Statement on Form S-8 with the Securities and Exchange Commission: one-third of the shares subject to the stock option vest and become exercisable on each of July 16, 2022, July 16, 2023 and July 16, 2024, subject to the reporting person's continuous employment through such dates.

SEC source: 0000899243-21-029062 · doc4.xml · nonDerivative · entry 1

Coady James D. · CIK 0001872749 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 67,673,884

F1 · price: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F1 · ownership.nature: These securities were issued to and are held by Holley Parent Holdings, LLC as a result of Holley Inc.'s initial business combination, in exchange for shares of Holley Intermediate Holdings, Inc. that were held by Holley Parent Holdings, LLC prior to the completion of the initial business combination.

F2 · ownership.nature: James D. Coady may be deemed to beneficially own shares held directly by Holley Parent Holdings by virtue of his relationship with Holley Parent Holdings, LLC. Mr. Coady disclaims beneficial ownership of the shares held by Holley Parent Holdings other than to the extent of his pecuniary interest therein.

SEC source: 0001437749-22-019361 · rdgdoc.xml · derivative · entry 10

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

MidOcean Partners V, L.P. · CIK 0001716464 · 10% owner

MIDOCEAN PARTNERS V EXECUTIVE, L.P. · CIK 0001879337 · 10% owner

MIDOCEAN ASSOCIATES V, L.P. · CIK 0001879336 · 10% owner

ULTRAMAR CAPITAL LTD · CIK 0001268106 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By MidOcean Partners V Executive, L.P.

Disclosed balance after: 8,333

Underlying: Common Stock · 8,333 shares

Expires 2026-07-16

F5 · kind: On July 16, 2021, MidOcean Partners V Executive, L.P. ("Executive") acquired 25,000 units of issuer, comprising 25,000 shares of Common Stock and 8,333 FPA Public Warrants at a purchase price of $10.00 per unit pursuant to the A&R FPA. Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F5 · price: On July 16, 2021, MidOcean Partners V Executive, L.P. ("Executive") acquired 25,000 units of issuer, comprising 25,000 shares of Common Stock and 8,333 FPA Public Warrants at a purchase price of $10.00 per unit pursuant to the A&R FPA. Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.exercise_date: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.expiration_date: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.underlying: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F6 · ownership.nature: Executive is the record holder of the securities reported. The general partner of Executive is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0001437749-22-019361 · rdgdoc.xml · derivative · entry 9

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

MidOcean Partners V, L.P. · CIK 0001716464 · 10% owner

MIDOCEAN PARTNERS V EXECUTIVE, L.P. · CIK 0001879337 · 10% owner

MIDOCEAN ASSOCIATES V, L.P. · CIK 0001879336 · 10% owner

ULTRAMAR CAPITAL LTD · CIK 0001268106 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By MidOcean Partners V, L.P.

Disclosed balance after: 1,658,333

Underlying: Common Stock · 1,658,333 shares

Expires 2026-07-16

F3 · kind: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · price: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.exercise_date: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.expiration_date: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F3 · derivative.underlying: On July 16, 2021, MidOcean Partners V, L.P. ("Partners") acquired 4,975,000 units of the issuer, comprising 4,975,000 shares of Common Stock and 1,658,333 public warrants (the "FPA Public Warrants") in a private placement at a purchase price of $10.00 per unit (the "A&R FPA"). Upon consummation of the business combination, which closed on July 16, 2021, the units were separated into the underlying Common Stock and FPA Public Warrants. The FPA Public Warrants become exercisable at any time commencing on the later of one year from the closing of the issuer's initial public offering, which occurred on October 9, 2020, and 30 days after the completion of issuer's initial business combination, which closed on July 16, 2021, and expire five years after the completion of the initial business combination or earlier upon redemption or liquidation. Each FPA Public Warrant is exercisable for one share of Common Stock at an exercise price of $11.50 per share, subject to adjustment.

F4 · ownership.nature: Partners is the record holder of the securities reported. The general partner of Partners is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0001437749-22-019361 · rdgdoc.xml · derivative · entry 8

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

MidOcean Partners V, L.P. · CIK 0001716464 · 10% owner

MIDOCEAN PARTNERS V EXECUTIVE, L.P. · CIK 0001879337 · 10% owner

MIDOCEAN ASSOCIATES V, L.P. · CIK 0001879336 · 10% owner

ULTRAMAR CAPITAL LTD · CIK 0001268106 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 6,250,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · derivative.exercise_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · derivative.expiration_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · derivative.underlying: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F2 · ownership.direct: Empower Sponsor Holdings LLC ("Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0000899243-21-028822 · doc4.xml · derivative · entry 3

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,250,000

Underlying: Class A ordinary shares · 937,500 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F4 · kind: The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option.

F4 · price: The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option.

F1 · derivative.exercise_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · derivative.expiration_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F1 · derivative.underlying: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer of the Class B ordinary shares (the "S-1"), under the heading "Description of Securities," the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The Class B ordinary shares automatically converted into Class A ordinary shares at the time of the issuer's initial business combination on a one-for-one basis. Upon consummation of the business combination, the Class A ordinary shares were redesignated as common stock (without class designation).

F2 · ownership.direct: Empower Sponsor Holdings LLC (the "Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0001437749-22-019361 · rdgdoc.xml · derivative · entry 7

Empower Sponsor Holdings LLC · CIK 0001824500 · 10% owner

MidOcean Partners V, L.P. · CIK 0001716464 · 10% owner

MIDOCEAN PARTNERS V EXECUTIVE, L.P. · CIK 0001879337 · 10% owner

MIDOCEAN ASSOCIATES V, L.P. · CIK 0001879336 · 10% owner

ULTRAMAR CAPITAL LTD · CIK 0001268106 · 10% owner

VIRTUE J EDWARD · CIK 0001268105 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,250,000

Underlying: Common Stock · 937,500 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F10 · kind: The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option granted to the underwriters in connection with the issuer's initial public offering.

F10 · price: The Sponsor forfeited the securities reported for no consideration in connection with the underwriters' election to not exercise their over-allotment option granted to the underwriters in connection with the issuer's initial public offering.

F1 · derivative.exercise_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · derivative.expiration_date: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F1 · derivative.underlying: As described in the registration statement on Form S-1 (File No. 333-248899) filed by the issuer (the "Form S-1"), under the heading "Description of Securities," the issuer's Class B ordinary shares were automatically convertible into the issuer's Class A ordinary shares at the time of the issuer's initial business combination or earlier at the option of the holders thereof, on a one-for-one basis, subject to certain adjustments described therein, and had no expiration date. The issuer consummated its initial business combination on July 16, 2021, whereby, among other things, (i) Class B ordinary shares automatically converted into Class A ordinary shares on a one-for-one basis and (ii) the issuer redomesticated as a Cayman Islands company to a Delaware corporation and in connection therewith the Class A ordinary shares were redesignated as Common Stock.

F2 · ownership.direct: Empower Sponsor Holdings LLC ("Sponsor") is the record holder of the securities reported. The managing member of the Sponsor is MidOcean Associates V, L.P. The general partner of MidOcean Associates V, L.P. is Ultramar Capital, Ltd., which is controlled by James Edward Virtue. Each of MidOcean Associates V, L.P., Ultramar Capital, Ltd. and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.

SEC source: 0001076809-20-000248 · primary_doc.xml · nonDerivative · entry 3

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 2,454,409

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000248 · primary_doc.xml · nonDerivative · entry 2

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 2,554,409

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000248 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 2,854,809

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000238 · primary_doc.xml · nonDerivative · entry 4

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 2,972,801

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000238 · primary_doc.xml · nonDerivative · entry 3

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,040,301

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000238 · primary_doc.xml · nonDerivative · entry 2

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,059,701

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000238 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,069,801

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000216 · primary_doc.xml · nonDerivative · entry 2

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,070,001

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000216 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,094,991

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000211 · primary_doc.xml · nonDerivative · entry 2

GLAZER PAUL J · CIK 0001133985 · 10% owner

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,121,201

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000211 · primary_doc.xml · nonDerivative · entry 1

GLAZER PAUL J · CIK 0001133985 · 10% owner

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,121,401

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000204 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 3,121,801

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000199 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 3,125,590

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000196 · primary_doc.xml · nonDerivative · entry 3

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,125,690

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000196 · primary_doc.xml · nonDerivative · entry 2

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,157,396

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000196 · primary_doc.xml · nonDerivative · entry 1

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,194,396

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000182 · primary_doc.xml · nonDerivative · entry 3

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,207,296

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.

SEC source: 0001076809-20-000182 · primary_doc.xml · nonDerivative · entry 2

GLAZER CAPITAL, LLC · CIK 0001076809 · 10% owner

GLAZER PAUL J · CIK 0001133985 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote 1.

Disclosed balance after: 3,257,296

F1 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Glazer Capital, LLC, a Delaware limited liability company, serves as investment manager. Mr. Paul J. Glazer serves as the Managing Member of Glazer Capital, LLC. Each of Glazer Capital, LLC and Mr. Paul J. Glazer disclaims beneficial ownership of the securities reported herein except to the extent of such Reporting Person's pecuniary interest therein.