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Decarbonization Plus Acquisition Sponsor II, LLC

Disclosed activity across 1 company

Tapewire entity
131366
SEC CIK
0001836155

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Decarbonization Plus Acquisition Corp II

Report date January 13, 2022 · Filed January 15, 2022

Jointly reported with RIVERSTONE HOLDINGS LLC, LEUSCHEN DAVID M, LAPEYRE PIERRE F JR

Section 16 reporting ended · disclosed 2022-01-15. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Last balance in matching sequence After 2022-01-13 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2022-01-13 · Conversion · Acquired 9,702,500 · Balance 9,702,500

F1: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F4: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Row 2 · 2022-01-13 · Disposition to issuer · Disposed 9,702,500 · Balance 0

F2: Pursuant to the terms of the Business Combination Agreement, by and among DCRN, Tritium, NewCo and Merger Sub, dated as of May 25, 2021, as amended on July 27, 2021 by the First Amendment to the Business Combination Agreement (the "Business Combination Agreement"), 9,702,500 shares of Class A Common Stock of DCRN were disposed of in exchange for an equal number of ordinary shares of NewCo.

F4: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Class B Common StockSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2022-01-13 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2022-01-13 · Conversion · Disposed 9,702,500 · Balance 0

F1: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F4: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

WarrantsSEC Table II · derivative / convertible security · Conversion / exercise price $11.50 · Expires 2027-01-13IndirectSee Footnotes0 Reported balance After 2022-01-13 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2022-01-13 · Disposition to issuer · Disposed 7,067,263 · Balance 0

F3: Pursuant to the terms of the Business Combination Agreement, warrants to purchase 7,067,263 shares of Class A Common Stock of DCRN, which will become exercisable 30 days after completion of the Business Combination, were assumed by NewCo in the Business Combination and replaced with warrants to purchase an equal number of ordinary share of NewCo. The 7,067,263 warrants were acquired by Decarbonization Plus Acquisition Sponsor II LLC pursuant to the Private Placement Warrants Purchase Agreement, dated February 3, 2021, and the Securities Agreement, dated June 9, 2021.

F4: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F2: Pursuant to the terms of the Business Combination Agreement, by and among DCRN, Tritium, NewCo and Merger Sub, dated as of May 25, 2021, as amended on July 27, 2021 by the First Amendment to the Business Combination Agreement (the "Business Combination Agreement"), 9,702,500 shares of Class A Common Stock of DCRN were disposed of in exchange for an equal number of ordinary shares of NewCo.

F3: Pursuant to the terms of the Business Combination Agreement, warrants to purchase 7,067,263 shares of Class A Common Stock of DCRN, which will become exercisable 30 days after completion of the Business Combination, were assumed by NewCo in the Business Combination and replaced with warrants to purchase an equal number of ordinary share of NewCo. The 7,067,263 warrants were acquired by Decarbonization Plus Acquisition Sponsor II LLC pursuant to the Private Placement Warrants Purchase Agreement, dated February 3, 2021, and the Securities Agreement, dated June 9, 2021.

F4: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Transaction history

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

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

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
January 13, 2022 Filed Jan 15, 2022 00:04 UTC Decarbonization Plus Acquisition Corp II DCRN · Entity 131354 Disposition to issuerWarrants · Derivative 7,067,263 $1.50 Strike: $11.50 $10,600,894.50
Disclosure

SEC source: 0000899243-22-002034 · doc4.xml · derivative · entry 4

Decarbonization Plus Acquisition Sponsor II, LLC · CIK 0001836155 · 10% owner

RIVERSTONE HOLDINGS LLC · CIK 0001247497 · 10% owner

LEUSCHEN DAVID M · CIK 0001222726 · 10% owner

LAPEYRE PIERRE F JR · CIK 0001232151 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Class A Common Stock · 7,067,263 shares

Expires 2027-01-13

F3 · derivative.exercise_date: Pursuant to the terms of the Business Combination Agreement, warrants to purchase 7,067,263 shares of Class A Common Stock of DCRN, which will become exercisable 30 days after completion of the Business Combination, were assumed by NewCo in the Business Combination and replaced with warrants to purchase an equal number of ordinary share of NewCo. The 7,067,263 warrants were acquired by Decarbonization Plus Acquisition Sponsor II LLC pursuant to the Private Placement Warrants Purchase Agreement, dated February 3, 2021, and the Securities Agreement, dated June 9, 2021.

F4 · ownership.nature: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5 · ownership.nature: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Read SEC document
January 13, 2022 Filed Jan 15, 2022 00:04 UTC Decarbonization Plus Acquisition Corp II DCRN · Entity 131354 ConversionClass B Common Stock · Derivative 9,702,500 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-002034 · doc4.xml · derivative · entry 3

Decarbonization Plus Acquisition Sponsor II, LLC · CIK 0001836155 · 10% owner

RIVERSTONE HOLDINGS LLC · CIK 0001247497 · 10% owner

LEUSCHEN DAVID M · CIK 0001222726 · 10% owner

LAPEYRE PIERRE F JR · CIK 0001232151 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Class A Common Stock · 9,702,500 shares

Expires not disclosed

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

F1 · derivative.exercise_price: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F1 · price: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F1 · derivative.exercise_date: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F1 · derivative.expiration_date: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F4 · ownership.nature: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5 · ownership.nature: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

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January 13, 2022 Filed Jan 15, 2022 00:04 UTC Decarbonization Plus Acquisition Corp II DCRN · Entity 131354 Disposition to issuerClass A Common Stock 9,702,500 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-002034 · doc4.xml · nonDerivative · entry 2

Decarbonization Plus Acquisition Sponsor II, LLC · CIK 0001836155 · 10% owner

RIVERSTONE HOLDINGS LLC · CIK 0001247497 · 10% owner

LEUSCHEN DAVID M · CIK 0001222726 · 10% owner

LAPEYRE PIERRE F JR · CIK 0001232151 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F2 · price: Pursuant to the terms of the Business Combination Agreement, by and among DCRN, Tritium, NewCo and Merger Sub, dated as of May 25, 2021, as amended on July 27, 2021 by the First Amendment to the Business Combination Agreement (the "Business Combination Agreement"), 9,702,500 shares of Class A Common Stock of DCRN were disposed of in exchange for an equal number of ordinary shares of NewCo.

F4 · ownership.nature: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5 · ownership.nature: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Read SEC document
January 13, 2022 Filed Jan 15, 2022 00:04 UTC Decarbonization Plus Acquisition Corp II DCRN · Entity 131354 ConversionClass A Common Stock 9,702,500 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-002034 · doc4.xml · nonDerivative · entry 1

Decarbonization Plus Acquisition Sponsor II, LLC · CIK 0001836155 · 10% owner

RIVERSTONE HOLDINGS LLC · CIK 0001247497 · 10% owner

LEUSCHEN DAVID M · CIK 0001222726 · 10% owner

LAPEYRE PIERRE F JR · CIK 0001232151 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 9,702,500

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

F1 · price: In connection with the closing of the business combination (the "Business Combination") between Decarbonization Plus Acquisition Corporation II ("DCRN"), Hulk Merger Sub, Inc.("Merger Sub"), Tritium Holdings Pty Ltd ("Tritium") and Tritium DCFC Limited ("NewCo") on January 13, 2022, the Reporting Person's shares of Class B Common Stock of DCRN automatically converted into shares of Class A Common Stock of DCRN on a one-for-one basis pursuant to the amended and restated certificate of incorporation of DCRN. The shares of Class B Common Stock of DCRN were subject to adjustment pursuant to certain anti-dilution rights (which rights were waived by the Reporting Person in connection with the Business Combination) and had no expiration date.

F4 · ownership.nature: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the securities reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which controls Decarbonization Plus Acquisition Sponsor II LLC.

F5 · ownership.nature: Each of Riverstone Holdings LLC, Mr. Leuschen and Mr. Lapeyre, Jr. may be deemed to have or share beneficial ownership of the securities held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Read SEC document
April 21, 2021 Filed Apr 22, 2021 22:27 UTC Decarbonization Plus Acquisition Corp II DCRN · Entity 131354 PurchaseClass B Common Stock, par value $0.0001 per share · Derivative 40,000 $0.00 $4.00
Disclosure

SEC source: 0000899243-21-016768 · doc4.xml · derivative · entry 1

Decarbonization Plus Acquisition Sponsor II, LLC · CIK 0001836155 · 10% owner

RIVERSTONE HOLDINGS LLC · CIK 0001247497 · 10% owner

LEUSCHEN DAVID M · CIK 0001222726 · 10% owner

LAPEYRE PIERRE F JR · CIK 0001232151 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 9,702,500

Underlying: Class A Common Stock, par value $0.0001 per share · 40,000 shares

Expires not disclosed

F1 · derivative.exercise_price: The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.

F2 · kind: Pursuant to the Securities Agreement, dated April 21, 2021, by and among the Issuer, Decarbonization Plus Acquisition Sponsor II LLC and Michael Warren, the Reporting person acquired 40,000 shares of Class B Common Stock from the Issuer following Michael Warren's resignation from the board of directors of the Issuer and forfeiture of an equivalent number of shares of Class B Common Stock of the Issuer.

F2 · price: Pursuant to the Securities Agreement, dated April 21, 2021, by and among the Issuer, Decarbonization Plus Acquisition Sponsor II LLC and Michael Warren, the Reporting person acquired 40,000 shares of Class B Common Stock from the Issuer following Michael Warren's resignation from the board of directors of the Issuer and forfeiture of an equivalent number of shares of Class B Common Stock of the Issuer.

F1 · derivative.exercise_date: The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.

F1 · derivative.expiration_date: The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.

F3 · ownership.nature: Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the shares reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which is the sole and managing member of Decarbonization Plus Acquisition Sponsor II LLC.

F4 · ownership.nature: Each of Riverstone Holdings, LLC, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the common stock held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

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