Virgin Investments Ltd

SEC source: 0000950103-23-005295 · dp191777_4-viltd.xml · derivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,766,413

Underlying: Common Stock · 3,766,413 shares

Expires 2024-11-04

F2 · derivative.exercise_price: On March 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.9 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate").

F5 · derivative.exercise_price: In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F6 · derivative.exercise_price: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · date: On March 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.9 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate").

F5 · date: In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F6 · date: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · reported_value: On March 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.9 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · reported_value: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · reported_value: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate").

F5 · reported_value: In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F6 · reported_value: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · price: On March 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.9 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate").

F5 · price: In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F6 · price: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · derivative.exercise_date: On March 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.9 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate").

F5 · derivative.exercise_date: In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F6 · derivative.exercise_date: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F7 · derivative.expiration_date: Represents the date of maturity (the "Maturity Date"), unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date.

F8 · derivative.underlying_shares: Initially, a maximum of 3,766,413 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

F8 · balance_after: Initially, a maximum of 3,766,413 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

SEC source: 0000950103-23-003623 · dp190093_4-viltd.xml · derivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,727,712

Underlying: Common Stock · 1,727,712 shares

Expires 2024-11-04

F2 · derivative.exercise_price: On February 28, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $5.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note. Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note),

F3 · derivative.exercise_price: Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities"). VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the

F4 · derivative.exercise_price: Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F5 · derivative.exercise_price: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · date: On February 28, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $5.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note. Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note),

F3 · date: Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities"). VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the

F4 · date: Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F5 · date: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · reported_value: On February 28, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $5.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note. Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note),

F3 · reported_value: Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities"). VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the

F4 · reported_value: Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F5 · reported_value: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · price: On February 28, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $5.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note. Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note),

F3 · price: Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities"). VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the

F4 · price: Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F5 · price: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · derivative.exercise_date: On February 28, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $5.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note. Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note),

F3 · derivative.exercise_date: Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities"). VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the

F4 · derivative.exercise_date: Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer, or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (the "Redemption Price") upon prior written notice provided in accordance with the Convertible Note.

F5 · derivative.exercise_date: VIL may also require the Company to redeem for cash all or any portion of the Convertible Note at the Redemption Price upon prior written notice provided in accordance with the Convertible Note. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · derivative.expiration_date: Represents the date of maturity (the "Maturity Date"), unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date.

F7 · derivative.underlying_shares: Initially, a maximum of 1,727,712 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

F7 · balance_after: Initially, a maximum of 1,727,712 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

SEC source: 0000950103-23-001639 · dp188079_4-viltd.xml · derivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,455,425

Underlying: Common Stock · 3,455,425 shares

Expires 2024-11-04

F2 · derivative.exercise_price: On January 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · date: On January 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · reported_value: On January 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · reported_value: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · reported_value: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · reported_value: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · price: On January 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · derivative.exercise_date: On January 30, 2023, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $10.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · derivative.expiration_date: Represents the date of maturity (the "Maturity Date"), unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date.

F7 · derivative.underlying_shares: Initially, a maximum of 3,455,425 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

F7 · balance_after: Initially, a maximum of 3,455,425 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

SEC source: 0000950103-22-021227 · dp185832_4-virgin.xml · derivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,910,850

Underlying: Common Stock · 6,910,850 shares

Expires 2024-11-04

F2 · derivative.exercise_price: On December 19, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $20.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · date: On December 19, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $20.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · reported_value: On December 19, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $20.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · reported_value: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · reported_value: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · reported_value: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · price: On December 19, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $20.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · price: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F2 · derivative.exercise_date: On December 19, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior secured convertible note (the "Convertible Note") in the principal amount of $20.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_date: Subject to any limitations under the rules of the Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of the Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · derivative.expiration_date: Represents the date of maturity (the "Maturity Date"), unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date.

F7 · derivative.underlying_shares: Initially, a maximum of 6,910,850 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

F7 · balance_after: Initially, a maximum of 6,910,850 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

SEC source: 0000950103-22-019411 · dp184057_4-virgin.xml · derivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,638,563

Underlying: Common Stock · 8,638,563 shares

Expires 2024-11-04

F2 · derivative.exercise_price: On November 4, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior unsecured convertible note (the "Convertible Note") in the principal amount of $25.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_price: Subject to any limitations under the rules of Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · derivative.exercise_price: The Convertible Note is not freely transferable without written consent in whole or in part until the one-year anniversary of the issuance date unless a default under the Convertible Note has occurred and is continuing. On or after such anniversary, the Convertible Note will be freely transferable in whole or in part by VIL, subject to any restrictions under the Securities Act of 1933, as amended.

F2 · date: On November 4, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior unsecured convertible note (the "Convertible Note") in the principal amount of $25.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · date: Subject to any limitations under the rules of Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · date: The Convertible Note is not freely transferable without written consent in whole or in part until the one-year anniversary of the issuance date unless a default under the Convertible Note has occurred and is continuing. On or after such anniversary, the Convertible Note will be freely transferable in whole or in part by VIL, subject to any restrictions under the Securities Act of 1933, as amended.

F2 · reported_value: On November 4, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior unsecured convertible note (the "Convertible Note") in the principal amount of $25.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · reported_value: Subject to any limitations under the rules of Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · reported_value: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · reported_value: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · reported_value: The Convertible Note is not freely transferable without written consent in whole or in part until the one-year anniversary of the issuance date unless a default under the Convertible Note has occurred and is continuing. On or after such anniversary, the Convertible Note will be freely transferable in whole or in part by VIL, subject to any restrictions under the Securities Act of 1933, as amended.

F2 · price: On November 4, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior unsecured convertible note (the "Convertible Note") in the principal amount of $25.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · price: Subject to any limitations under the rules of Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · price: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · price: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · price: The Convertible Note is not freely transferable without written consent in whole or in part until the one-year anniversary of the issuance date unless a default under the Convertible Note has occurred and is continuing. On or after such anniversary, the Convertible Note will be freely transferable in whole or in part by VIL, subject to any restrictions under the Securities Act of 1933, as amended.

F2 · derivative.exercise_date: On November 4, 2022, Virgin Orbit Holdings, Inc. ("Issuer") sold and issued to VIL a senior unsecured convertible note (the "Convertible Note") in the principal amount of $25.0 million, which is convertible into shares of Issuer's common stock, par value $0.0001 per share (the "Common Stock") or other Qualified Securities (as defined below), subject to certain conditions and limitations set forth in the Convertible Note.

F3 · derivative.exercise_date: Subject to any limitations under the rules of Nasdaq Stock Market, the Convertible Note will automatically convert into Qualified Securities (as defined below) at a conversion price equal to the purchase price paid by investors in the relevant Qualified Financing (as defined below) if, prior to the earliest to occur of the Maturity Date (as defined below), any Fundamental Change Effective Date and the effective date of any Merger Event (each as defined in the Convertible Note), Issuer consummates a bona fide third-party financing of the Common Stock or securities convertible into or exchangeable for Common Stock for gross cash proceeds of at least $50.0 million in one or more related and substantially similar and simultaneous transactions at the same price (a "Qualified Financing" and the securities sold in such Qualified Financing, the "Qualified Securities").

F4 · derivative.exercise_date: VIL will have the option to convert all or a portion of the Convertible Note in accordance with such terms in a financing by the Issuer that would have been a Qualified Financing but for the gross cash proceeds in such financing being less than $50.0 million, with such conversion effected as described above as if such financing were a Qualified Financing. Additionally, on or after October 15, 2024, VIL has the right to convert all or any portion of the Convertible Note into shares of Common Stock at an initial conversion rate of 345.5425 shares of Common Stock per $1,000 principal amount of the Convertible Note (subject to adjustments as provided in the Convertible Note, the "Fixed Conversion Rate"). In the event of a Fundamental Change, a Merger Event (each as defined in the Convertible Note) or a redemption of the Convertible Note by the Issuer,

F5 · derivative.exercise_date: or if any automatic conversion in connection with a Qualified Financing would be subject to limitations set forth in the relevant rules of Nasdaq Stock Market, VIL has the right to convert the Convertible Note at the Fixed Conversion Rate. Prior to the Maturity Date, the Issuer may redeem all or part of the Convertible Note for cash at a redemption price equal to 100% of the principal amount of the Convertible Note to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Issuer undergoes a Fundamental Change (as defined in the Convertible Note), then, subject to certain conditions, VIL may require the Issuer to repurchase for cash all or any portion of the Convertible Note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Note to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.

F6 · derivative.exercise_date: The Convertible Note is not freely transferable without written consent in whole or in part until the one-year anniversary of the issuance date unless a default under the Convertible Note has occurred and is continuing. On or after such anniversary, the Convertible Note will be freely transferable in whole or in part by VIL, subject to any restrictions under the Securities Act of 1933, as amended.

F7 · derivative.expiration_date: Represents the date of maturity (the "Maturity Date"), unless earlier repurchased, converted or redeemed in accordance with its terms prior to such date.

F8 · derivative.underlying_shares: Initially, a maximum of 8,638,563 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

F8 · balance_after: Initially, a maximum of 8,638,563 shares of the Common Stock may be issued upon conversion of the Convertible Note based on the Fixed Conversion Rate, subject to adjustment provisions included in the Convertible Note. The Convertible Note is not currently convertible and will be convertible prior to October 15, 2024 only upon the satisfaction of certain conditions and during certain periods.

SEC source: 0001213900-22-000352 · ownership.xml · nonDerivative · entry 1

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 252,126,308

F1 · kind: Represents a distribution of Common Stock by Vieco 10 Limited to Virgin Investments Limited and Fifteenth Investment Company LLC.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-044621 · doc4.xml · nonDerivative · entry 1

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 30,745,494

F1 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 12

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 46,345,494

F13 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.00 to $27.40. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 11

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 46,426,742

F12 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.00 to $26.99. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 10

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 47,660,402

F11 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.51 to $25.995. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 9

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 49,370,494

F10 · kind: Represents a transfer of shares in-kind to a former employee.

F10 · price: Represents a transfer of shares in-kind to a former employee.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 8

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 49,428,260

F9 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.00 to $29.91. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 7

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 49,844,301

F8 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.00 to $28.845. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 6

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 50,293,357

F7 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.00 to $27.81. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 5

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 51,666,378

F6 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.50 to $26.999. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 4

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 53,069,260

F5 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.00 to $34.76. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 3

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 53,370,407

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $33.99. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 53,962,428

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.00 to $32.99. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-032902 · doc4.xml · nonDerivative · entry 1

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 55,221,710

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.005 to $31.995. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 7

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 56,819,260

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F9 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.41 to $27.58. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 6

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 56,831,314

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F8 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.41 to $27.40. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 5

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 58,303,260

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F7 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.48 to $27.565 The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 4

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 58,323,009

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F6 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.48 to $27.475. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 3

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 60,503,260

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F5 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.50 to $28.91. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 2

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 60,541,102

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.50 to $28.49. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-21-015833 · doc4.xml · nonDerivative · entry 1

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 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: 60,783,970

F1 · kind: Shares sold in open market transactions pursuant to a Rule 10b5-1 Plan entered on March 12, 2021 by Virgin Investments Limited.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.50 to $27.49. The reporting persons undertake to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3 · ownership.nature: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-20-020813 · doc4.xml · nonDerivative · entry 1

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 62,403,260

F1 · kind: Represents a distribution of Common Stock by Vieco 10 Limited to Virgin Investments Limited and Aabar Space, Inc. for no consideration.

F2 · ownership.direct: Virgin Investments Limited is the record holder of the common stock reported herein. Virgin Investments Limited's sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Virgin Investments Limited.

SEC source: 0000899243-20-015452 · doc4.xml · nonDerivative · entry 1

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 77,290,438

F1 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-015252 · doc4.xml · nonDerivative · entry 1

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,620,438

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.13 to $16.85. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-013999 · doc4.xml · nonDerivative · entry 1

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,790,438

F1 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-013686 · doc4.xml · nonDerivative · entry 2

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 110,440,438

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.62 to $16.41. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-013686 · doc4.xml · nonDerivative · entry 1

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 110,921,805

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.97 to $16.79. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-013389 · doc4.xml · nonDerivative · entry 2

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 112,215,438

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.57 to $16.455. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-20-013389 · doc4.xml · nonDerivative · entry 1

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,490,438

F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.44 to $16.30. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2 · ownership.direct: Vieco 10 Limited is the record holder of the common stock reported herein. The majority owner of Vieco 10 Limited is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco 10 Limited.

SEC source: 0000899243-19-026188 · doc4.xml · nonDerivative · entry 1

Vieco USA, Inc. · CIK 0001791281 · 10% owner

Vieco 10 Ltd · CIK 0001609096 · 10% owner

Virgin Investments Ltd · CIK 0001791283 · 10% owner

Virgin Group Investments LLC · CIK 0001791337 · 10% owner

Corvina Holdings LTD · CIK 0001368872 · 10% owner

Virgin Group Holdings LTD · CIK 0001402303 · 10% owner

Branson Sir Richard · CIK 0001368963 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 114,790,438

F1 · ownership.direct: Vieco USA, Inc. ("Vieco US") is the record holder of the common stock reported herein. Vieco US is the wholly owned subsidiary of Vieco 10 Limited, whose majority owner is Virgin Investments Limited, whose sole shareholder is Virgin Group Investments LLC, whose sole managing member is Corvina Holdings Limited, whose sole shareholder is Virgin Group Holdings Limited. Sir Richard Branson owns and has the ability to appoint and remove the management of Virgin Group Holdings Limited and, as such, may indirectly control the decisions of Virgin Group Holdings Limited, regarding the voting and disposition of securities owned by Virgin Group Holdings Limited. As a result, each of the foregoing entities and Mr. Branson may be deemed to share beneficial ownership of the securities held by Vieco US.