SKIN

SEC source: 0001818093-22-000035 · wf-form4_164443169875872.xml · nonDerivative · entry 1

Stanleick Andrew Roy · CIK 0001909193 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 333,333

F1 · kind: Represents a grant of restricted stock units ("RSUs"); 12.5% of the RSUs will vest on the six-month anniversary of the Vesting Commencement Date of February 4, 2022, 12.5% of the RSUs will vest on the first anniversary of such Vesting Commencement Date, and 25% of the RSUs will vest on each of the second, third and fourth anniversaries of such Vesting Commencement Date, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units ("RSUs"); 12.5% of the RSUs will vest on the six-month anniversary of the Vesting Commencement Date of February 4, 2022, 12.5% of the RSUs will vest on the first anniversary of such Vesting Commencement Date, and 25% of the RSUs will vest on each of the second, third and fourth anniversaries of such Vesting Commencement Date, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000029 · wf-form4_164436923777420.xml · nonDerivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 452,968

F1 · kind: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000031 · wf-form4_164436938991494.xml · nonDerivative · entry 2

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,751,716

F2 · kind: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F2 · price: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000031 · wf-form4_164436938991494.xml · nonDerivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,593,266

F1 · kind: Represents a grant of restricted stock units that vest in 25% increments on each of March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units that vest in 25% increments on each of March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000027 · wf-form4_164436911052536.xml · nonDerivative · entry 1

Becker Stephan · CIK 0001886149 · President, EMEA

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 55,596

F1 · kind: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000025 · wf-form4_164436895055579.xml · nonDerivative · entry 1

Pamamull Indra · CIK 0001878250 · President, APAC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 66,716

F1 · kind: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000023 · wf-form4_164436883553171.xml · nonDerivative · entry 1

Watson Daniel Copell · CIK 0001860764 · Executive VP Americas Sales

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 295,196

F1 · kind: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

F1 · price: Represents a grant of restricted stock units that vest in one-third increments on each of the first three anniversaries of the grant date of February 4, 2022, in each case subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-22-000021 · wf-form4_164365026176711.xml · nonDerivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,557,685

F1 · shares: On December 31, 2021, 30,963 restricted stock units vested in full. All of the shares reported as disposed of in this Form 4 represents the number of shares of Class A Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the restricted stock units and does not represent a sale.

SEC source: 0001818093-21-000089 · wf-form4_163346770486433.xml · derivative · entry 2

Becker Stephan · CIK 0001886149 · President, EMEA

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Class A Common Stock · 50,000 shares

Expires not disclosed

F2 · derivative.exercise_price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F2 · price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F2 · derivative.exercise_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F2 · derivative.expiration_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

SEC source: 0001818093-21-000089 · wf-form4_163346770486433.xml · derivative · entry 1

Becker Stephan · CIK 0001886149 · President, EMEA

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 372,000

Underlying: Class A Common Stock · 372,000 shares

Expires 2031-10-01

F1 · derivative.exercise_date: Represents a grant of stock options that vest in increments of 25% on the first four anniversaries of October 1, 2021, subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-21-000079 · wf-form4_163166923229672.xml · nonDerivative · entry 1

CAPELLAS MICHAEL D · CIK 0001068045 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,160

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000078 · wf-form4_163166916888876.xml · nonDerivative · entry 1

Miller Brian Christopher · CIK 0001857685 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,160

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000077 · wf-form4_163166903913360.xml · nonDerivative · entry 1

Gruber Desiree · CIK 0001828069 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,353

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000076 · wf-form4_163166899184498.xml · nonDerivative · entry 1

Few Julius · CIK 0001825737 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,160

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000075 · wf-form4_163166892299640.xml · nonDerivative · entry 1

Schillinger Doug K. · CIK 0001857674 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,160

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000074 · wf-form4_163166868865299.xml · nonDerivative · entry 1

Kerrick Michelle C. · CIK 0001824213 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,160

F1 · kind: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

F1 · price: Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the date of the 2022 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.

SEC source: 0001818093-21-000067 · wf-form4_163166358942566.xml · derivative · entry 4

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 60,000

Underlying: Class A Common Stock · 60,000 shares

Expires not disclosed

F4 · derivative.exercise_price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F4 · price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F4 · derivative.exercise_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F4 · derivative.expiration_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

SEC source: 0001818093-21-000067 · wf-form4_163166358942566.xml · nonDerivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,564,497

F1 · price: Represents restricted stock units (the "RSUs") granted in lieu of annual cash salary and bonus for 2021. The RSUs will vest in full on December 31, 2021, subject to continued service with the Company.

SEC source: 0001818093-21-000066 · wf-form4_163166298800959.xml · derivative · entry 1

Pamamull Indra · CIK 0001878250 · President, APAC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Class A Common Stock · 50,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.exercise_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.expiration_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

SEC source: 0001818093-21-000065 · wf-form4_163166257469302.xml · derivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Class A Common Stock · 50,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.exercise_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.expiration_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

SEC source: 0001818093-21-000064 · wf-form4_163166234592777.xml · derivative · entry 1

Carnell Clinton E. · CIK 0001859734 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Class A Common Stock · 50,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · price: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.exercise_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

F1 · derivative.expiration_date: Represents an award of performance-based restricted stock units that may be earned over a four-year performance period based on the achievement of performance goals related to the Company's stock price and continued employment with the Company through the end of the performance period. Each performance restricted stock unit converts on a one-for-one basis to Class A Common Stock upon vesting.

SEC source: 0001818093-21-000041 · wf-form4_163001320162911.xml · nonDerivative · entry 1

Watson Daniel Copell · CIK 0001860764 · Executive VP Americas Sales

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 217,361

F1 · kind: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0001818093-21-000040 · wf-form4_163001310521876.xml · nonDerivative · entry 1

Carnell Clinton E. · CIK 0001859734 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,470,174

F1 · kind: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0001818093-21-000039 · wf-form4_163001294258006.xml · nonDerivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 347,335

F1 · kind: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects working capital adjustment shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systms LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0000899243-21-034446 · doc4.xml · nonDerivative · entry 1

LCP Edge Holdco LLC · CIK 0001860184 · 10% owner

Linden Capital III LLC · CIK 0001859894 · 10% owner

Linden Manager III LP · CIK 0001859892 · 10% owner

LINDEN CAPITAL PARTNERS III LP · CIK 0001627844 · 10% owner

LINDEN CAPITAL PARTNERS III-A LP · CIK 0001627845 · 10% owner

DAVIS ANTHONY B. · CIK 0001563784 · 10% owner

Miller Brian Christopher · CIK 0001857685 · 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: 36,568,002

F1 · kind: The reported acquisition reflects working capital adjustment shares issued pursuant to the Agreement and Plan of Merger by and among Vesper Healthcare Acquisition Corp., Hydrate Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of the Issuer, Hydrate Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Issuer, LCP Edge Intermediate, Inc., a Delaware corporation and indirect parent of Edge Systems LLC d/b/a The HydraFacial Company and LCP Edge Holdco LLC dated December 8, 2020.

F1 · price: The reported acquisition reflects working capital adjustment shares issued pursuant to the Agreement and Plan of Merger by and among Vesper Healthcare Acquisition Corp., Hydrate Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of the Issuer, Hydrate Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Issuer, LCP Edge Intermediate, Inc., a Delaware corporation and indirect parent of Edge Systems LLC d/b/a The HydraFacial Company and LCP Edge Holdco LLC dated December 8, 2020.

F2 · ownership.direct: This Form 4 is being filed jointly by (i) LCP Edge Holdco LLC, (ii) Linden Capital III LLC, (iii) Linden Manager III LP, (iv) Linden Capital Partners III LP, (v) Linden Capital Partners III-A LP, (vi) Anthony Davis and (vii) Brian Miller in respect of shares that are held directly by LCP Edge Holdco.

F3 · ownership.nature: The shares directly held by LCP Edge Holdco LLC may be deemed to be beneficially owned by Linden Capital III LLC, the general partner of Linden Manager III LP. Linden Manager III LP is the general partner of both Linden Capital Partners III LP and Linden Capital Partners III-A LP, which are the controlling stockholders of LCP Edge Holdco LLC. As the members of a limited partner committee of Linden Capital III LLC that has the power to vote or dispose of the shares directly held by LCP Edge Holdco LLC, Brian Miller and Anthony Davis may be deemed to have shared voting and investment power over such shares. Each of Linden Capital III LLC, Linden Manager III LP, Linden Capital Partners III LP, Linden Capital Partners III-A LP, Mr. Miller and Mr. Davis hereby disclaim any beneficial ownership of any shares held by LCP Edge Holdco LLC except to the extent of any pecuniary interest therein.

SEC source: 0001818093-21-000038 · wf-form4_162889488505096.xml · derivative · entry 1

Pamamull Indra · CIK 0001878250 · President, APAC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 372,000

Underlying: Class A Common Stock · 372,000 shares

Expires 2031-08-12

F1 · derivative.exercise_date: (1) Represents a grant of stock options that vest in increments of 25% on the first four anniversaries of August 12, 2021, subject to continued service through the vesting date and certain acceleration rights.

SEC source: 0001818093-21-000026 · wf-form4_162673640919243.xml · nonDerivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 346,607

F1 · kind: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0001818093-21-000027 · wf-form4_162673643649192.xml · nonDerivative · entry 1

Watson Daniel Copell · CIK 0001860764 · Executive VP Americas Sales

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 216,998

F1 · kind: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0001818093-21-000025 · wf-form4_162673637550104.xml · nonDerivative · entry 1

Carnell Clinton E. · CIK 0001859734 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,466,058

F1 · kind: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

F1 · price: The reported acquisition reflects earnout shares issued pursuant that certain Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Health Acquisition Corp, Hydrate Merger Sub I, Hydrate Merger Sub II LLC, LCP Edge Intermediate, Inc. the indirect parent of Edge Systems LLC d/b/a the HydraFacial Company and LCP Edge Holdco, LLC.

SEC source: 0000899243-21-028843 · doc4.xml · nonDerivative · entry 1

LCP Edge Holdco LLC · CIK 0001860184 · 10% owner

Linden Capital III LLC · CIK 0001859894 · 10% owner

Linden Manager III LP · CIK 0001859892 · 10% owner

LINDEN CAPITAL PARTNERS III LP · CIK 0001627844 · 10% owner

LINDEN CAPITAL PARTNERS III-A LP · CIK 0001627845 · 10% owner

DAVIS ANTHONY B. · CIK 0001563784 · 10% owner

Miller Brian Christopher · CIK 0001857685 · 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: 36,508,096

F1 · kind: The reported acquisition reflects earnout shares issued pursuant to the Agreement and Plan of Merger by and among Vesper Healthcare Acquisition Corp., Hydrate Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of the Issuer, Hydrate Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Issuer, LCP Edge Intermediate, Inc., a Delaware corporation and indirect parent of Edge Systems LLC d/b/a The HydraFacial Company and LCP Edge Holdco LLC dated December 8, 2020.

F2 · ownership.direct: This Form 4 is being filed jointly by (i) LCP Edge Holdco LLC, (ii) Linden Capital III LLC, (iii) Linden Manager III LP, (iv) Linden Capital Partners III LP, (v) Linden Capital Partners III-A LP, (vi) Anthony Davis and (vii) Brian Miller in respect of shares that are held directly by LCP Edge Holdco.

F3 · ownership.nature: The shares directly held by LCP Edge Holdco LLC may be deemed to be beneficially owned by Linden Capital III LLC, the general partner of Linden Manager III LP. Linden Manager III LP is the general partner of both Linden Capital Partners III LP and Linden Capital Partners III-A LP, which are the controlling stockholders of LCP Edge Holdco LLC. As the members of a limited partner committee of Linden Capital III LLC that has the power to vote or dispose of the shares directly held by LCP Edge Holdco LLC, Brian Miller and Anthony Davis may be deemed to have shared voting and investment power over such shares. Each of Linden Capital III LLC, Linden Manager III LP, Linden Capital Partners III LP, Linden Capital Partners III-A LP, Mr. Miller and Mr. Davis hereby disclaim any beneficial ownership of any shares held by LCP Edge Holdco LLC except to the extent of any pecuniary interest therein.

SEC source: 0001818093-21-000013 · wf-form4_162164159891145.xml · nonDerivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 269,502

F1 · kind: The reported acquisition is the result of distributions for no consideration made by LCP Edge Holdco LLC to certain of its unitholders, including the reporting person, in redemption of their respective interests in LCP Edge Holdco LLC.

SEC source: 0001818093-21-000014 · wf-form4_162164161919637.xml · nonDerivative · entry 1

Carnell Clinton E. · CIK 0001859734 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,030,371

F1 · kind: The reported acquisition is the result of distributions for no consideration made by LCP Edge Holdco LLC to certain of its unitholders, including the reporting person, in redemption of their respective interests in LCP Edge Holdco LLC.

SEC source: 0001818093-21-000012 · wf-form4_162164152205948.xml · nonDerivative · entry 1

Watson Daniel Copell · CIK 0001860764 · Executive VP Americas Sales

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 178,569

F1 · kind: The reported acquisition is the result of distributions for no consideration made by LCP Edge Holdco LLC to certain of its unitholders, including the reporting person, in redemption of their respective interests in LCP Edge Holdco LLC.

SEC source: 0000899243-21-020352 · doc4.xml · nonDerivative · entry 1

LCP Edge Holdco LLC · CIK 0001860184 · 10% owner

Linden Capital III LLC · CIK 0001859894 · 10% owner

Linden Manager III LP · CIK 0001859892 · 10% owner

LINDEN CAPITAL PARTNERS III LP · CIK 0001627844 · 10% owner

LINDEN CAPITAL PARTNERS III-A LP · CIK 0001627845 · 10% owner

DAVIS ANTHONY B. · CIK 0001563784 · 10% owner

Miller Brian Christopher · CIK 0001857685 · 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: 30,167,667

F1 · kind: The transactions reported are the result of distributions for no consideration made by LCP Edge Holdco LLC to certain of its unitholders in redemption of their interests in LCP Edge Holdco LLC as described in the statement on Schedule 13D jointly filed by the reporting persons with the U.S. Securities and Exchange Commission on May 14, 2021. The shares of Class A Common Stock, par value $0.0001 per share (the "shares") distributed remain subject to at least the same lock-up restrictions as those agreed to by LCP Edge Holdco LLC in connection with the Beauty Health Company's business combination.

F2 · ownership.direct: This Form 4 is being filed jointly by (i) LCP Edge Holdco LLC, (ii) Linden Capital III LLC, (iii) Linden Manager III LP, (iv) Linden Capital Partners III LP, (v) Linden Capital Partners III-A LP, (vi) Anthony Davis and (vii) Brian Miller in respect of shares that are held directly by LCP Edge Holdco.

F3 · ownership.nature: The shares directly held by LCP Edge Holdco LLC may be deemed to be beneficially owned by Linden Capital III LLC, the general partner of Linden Manager III LP. Linden Manager III LP is the general partner of both Linden Capital Partners III LP and Linden Capital Partners III-A LP, which are the controlling stockholders of LCP Edge Holdco LLC. As the members of a limited partner committee of Linden Capital III LLC that has the power to vote or dispose of the shares directly held by LCP Edge Holdco LLC, Brian Miller and Anthony Davis may be deemed to have shared voting and investment power over such shares. Each of Linden Capital III LLC, Linden Manager III LP, Linden Capital Partners III LP, Linden Capital Partners III-A LP, Mr. Miller and Mr. Davis hereby disclaim any beneficial ownership of any shares held by LCP Edge Holdco LLC except to the extent of any pecuniary interest therein.

SEC source: 0001818093-21-000010 · wf-form4_162138732027201.xml · derivative · entry 5

SAUNDERS BRENT L · CIK 0001268854 · Director · 10% owner · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Indirect · By BLS

Disclosed balance after: 0

Underlying: Class A Common Stock · 9,333,333 shares

Expires not disclosed

F1 · kind: Represents a distribution for no consideration by BLS Investor Group LLC ("BLS") to its members in accordance with their respective interests. The reporting person is the managing member of BLS and may be deemed to beneficially own the shares held by BLS, but disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

F4 · derivative.exercise_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/26 or earlier redemption or liquidation.

F4 · derivative.expiration_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/26 or earlier redemption or liquidation.

F1 · ownership.direct: Represents a distribution for no consideration by BLS Investor Group LLC ("BLS") to its members in accordance with their respective interests. The reporting person is the managing member of BLS and may be deemed to beneficially own the shares held by BLS, but disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

SEC source: 0001818093-21-000010 · wf-form4_162138732027201.xml · nonDerivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · 10% owner · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Indirect · By BLS

Disclosed balance after: 0

F1 · kind: Represents a distribution for no consideration by BLS Investor Group LLC ("BLS") to its members in accordance with their respective interests. The reporting person is the managing member of BLS and may be deemed to beneficially own the shares held by BLS, but disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

F1 · ownership.direct: Represents a distribution for no consideration by BLS Investor Group LLC ("BLS") to its members in accordance with their respective interests. The reporting person is the managing member of BLS and may be deemed to beneficially own the shares held by BLS, but disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

SEC source: 0001628280-23-029952 · wk-form4_1692377914.xml · derivative · entry 2

Few Julius · CIK 0001825737 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 66,667

Underlying: Class A Common Stock · 66,667 shares

Expires not disclosed

F1 · kind: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F2 · derivative.exercise_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/2026 or earlier redemption or liquidation.

F2 · derivative.expiration_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/2026 or earlier redemption or liquidation.

SEC source: 0001628280-23-029952 · wk-form4_1692377914.xml · nonDerivative · entry 1

Few Julius · CIK 0001825737 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 95,353

F1 · kind: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F1 · price: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F1 · acquired: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

SEC source: 0001628280-23-029948 · wk-form4_1692376934.xml · derivative · entry 2

CAPELLAS MICHAEL D · CIK 0001068045 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 233,333

Underlying: Class A Common Stock · 233,333 shares

Expires not disclosed

F1 · kind: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F2 · derivative.exercise_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/2026 or earlier redemption or liquidation.

F2 · derivative.expiration_date: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on 10/2/2021, and expire on 5/4/2026 or earlier redemption or liquidation.

SEC source: 0001628280-23-029948 · wk-form4_1692376934.xml · nonDerivative · entry 1

CAPELLAS MICHAEL D · CIK 0001068045 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 167,612

F1 · kind: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F1 · price: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

F1 · acquired: The reported securities were received in a distribution by BLS Investor Group LLC ("BLS") in accordance with the reporting person's membership interest in BLS, as reported in the issuer's Form S-1 filed with the Securities and Exchange Commission on July 19, 2021.

SEC source: 0000899243-21-019004 · doc4.xml · derivative · entry 1

Woo Liyuan · CIK 0001499747 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 744,000

Underlying: Common Stock · 744,000 shares

Expires 2031-05-06

F1 · security: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

F1 · derivative.exercise_date: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

SEC source: 0000899243-21-019002 · doc4.xml · derivative · entry 1

Carnell Clinton E. · CIK 0001859734 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,100,000

Underlying: Common Stock · 3,100,000 shares

Expires 2031-05-06

F1 · security: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

F1 · derivative.exercise_date: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

SEC source: 0000899243-21-019001 · doc4.xml · derivative · entry 1

Watson Daniel Copell · CIK 0001860764 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 310,000

Underlying: Common Stock · 310,000 shares

Expires 2031-05-06

F1 · security: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

F1 · derivative.exercise_date: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

SEC source: 0000899243-21-018999 · doc4.xml · derivative · entry 3

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,860,000

Underlying: Common Stock · 1,860,000 shares

Expires 2031-05-06

F2 · security: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

F2 · derivative.exercise_date: Represents a grant of stock options under The Beauty Health Company 2021 Incentive Award Plan. Subject to accelerated vesting in certain circumstances, twenty-five percent (25%) of the stock options are scheduled to vest on each of the first four anniversaries of May 6, 2021, as long as the reporting person remains in the service of The Beauty Health Company through the applicable vesting date.

SEC source: 0000899243-21-018999 · doc4.xml · derivative · entry 2

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

Underlying: Class A Common Stock · 11,500,000 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_date: The shares of Class B Common Stock converted into shares of Class A Common Stock on a one-for one basis upon the issuer's consummation of its initial business combination. The securities reported are held of record by BLS Investor Group, LLC. The reporting person is the managing member of BLS Investor Group, LLC. As such, the reporting person may be deemed to have beneficial ownership of the securities beneficially owned by BLS Investor Group, LLC. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

F1 · derivative.expiration_date: The shares of Class B Common Stock converted into shares of Class A Common Stock on a one-for one basis upon the issuer's consummation of its initial business combination. The securities reported are held of record by BLS Investor Group, LLC. The reporting person is the managing member of BLS Investor Group, LLC. As such, the reporting person may be deemed to have beneficial ownership of the securities beneficially owned by BLS Investor Group, LLC. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

F1 · ownership.nature: The shares of Class B Common Stock converted into shares of Class A Common Stock on a one-for one basis upon the issuer's consummation of its initial business combination. The securities reported are held of record by BLS Investor Group, LLC. The reporting person is the managing member of BLS Investor Group, LLC. As such, the reporting person may be deemed to have beneficial ownership of the securities beneficially owned by BLS Investor Group, LLC. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

SEC source: 0000899243-21-018999 · doc4.xml · nonDerivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · Executive Chairman

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 11,500,000

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 · ownership.nature: The shares of Class B Common Stock converted into shares of Class A Common Stock on a one-for one basis upon the issuer's consummation of its initial business combination. The securities reported are held of record by BLS Investor Group, LLC. The reporting person is the managing member of BLS Investor Group, LLC. As such, the reporting person may be deemed to have beneficial ownership of the securities beneficially owned by BLS Investor Group, LLC. The reporting person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

SEC source: 0001818093-21-000009 · wf-form4_162138684705746.xml · derivative · entry 1

SAUNDERS BRENT L · CIK 0001268854 · Director · 10% owner · Executive Chairman

BLS Investor Group LLC · CIK 0001818155 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By BLS

Disclosed balance after: 9,333,333

Underlying: Class A Common Stock · 9,333,333 shares

Expires not disclosed

F1 · derivative.exercise_date: Represents warrants to purchase Class A Common Stock issued to BLS Investor Group LLC ("BLS") in connection with the Issuer's initial public offering pursuant to the Registration Statement on Form S-1, as amended and filed with the SEC on September 21, 2020 (the "Registration Statement"). Brenton L. Saunders is the managing member of BLS and may be deemed to beneficially own the shares held by BLS. Mr. Saunders disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

F1 · derivative.expiration_date: Represents warrants to purchase Class A Common Stock issued to BLS Investor Group LLC ("BLS") in connection with the Issuer's initial public offering pursuant to the Registration Statement on Form S-1, as amended and filed with the SEC on September 21, 2020 (the "Registration Statement"). Brenton L. Saunders is the managing member of BLS and may be deemed to beneficially own the shares held by BLS. Mr. Saunders disclaims beneficial ownership of such securities except to any pecuniary interest he may have therein.

F2 · ownership.direct: The warrants are exercisable by the holder into shares of Class A Common Stock on a one-for-one basis commencing on the later of 12 months from the closing of the IPO or 30 days after the completion of our initial business combination, and expire five years after the completion of our initial business combination or earlier upon redemption or liquidation, each as described in the Registration Statement.