ATI Investment Parent, LLC

SEC source: 0000899243-21-013473 · doc4.xml · nonDerivative · entry 2

ATI Investment Parent, LLC · CIK 0001827785 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

Oaktree Power Opportunities Fund IV, L.P. · CIK 0001622599 · 10% owner

Oaktree Power Opportunities Fund IV (Parallel), L.P. · CIK 0001701705 · 10% owner

Oaktree ATI Investors, L.P. · CIK 0001676821 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F2 · kind: Represents Common Stock disposed of in connection with the Public Offering. These shares of common stock were disposed at a price per share of $27.23, which is the public offering price per share less underwriting discount.

F2 · shares: Represents Common Stock disposed of in connection with the Public Offering. These shares of common stock were disposed at a price per share of $27.23, which is the public offering price per share less underwriting discount.

F3 · balance_after: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F4 · balance_after: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of Parent. We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F5 · balance_after: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F6 · balance_after: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7 · balance_after: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

F3 · ownership.direct: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F4 · ownership.direct: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of Parent. We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F5 · ownership.direct: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F6 · ownership.direct: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

SEC source: 0000899243-21-013473 · doc4.xml · nonDerivative · entry 1

ATI Investment Parent, LLC · CIK 0001827785 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

Oaktree Power Opportunities Fund IV, L.P. · CIK 0001622599 · 10% owner

Oaktree Power Opportunities Fund IV (Parallel), L.P. · CIK 0001701705 · 10% owner

Oaktree ATI Investors, L.P. · CIK 0001676821 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,475,457

F1 · kind: Represents the redemption of a portion of the ATI Investment Parent, LLC ("Parent") interests of certain Parent unitholders in exchange for the Array Technologies, Inc.'s common stock ("Common Stock") held directly by Parent, immediately prior to the consummation of the public offering of Common Stock, which closed on March 23, 2021 (the "Public Offering").

F1 · shares: Represents the redemption of a portion of the ATI Investment Parent, LLC ("Parent") interests of certain Parent unitholders in exchange for the Array Technologies, Inc.'s common stock ("Common Stock") held directly by Parent, immediately prior to the consummation of the public offering of Common Stock, which closed on March 23, 2021 (the "Public Offering").

F3 · balance_after: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F4 · balance_after: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of Parent. We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F5 · balance_after: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F6 · balance_after: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7 · balance_after: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

F3 · ownership.direct: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F4 · ownership.direct: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of Parent. We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F5 · ownership.direct: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F6 · ownership.direct: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

SEC source: 0000899243-20-032931 · doc4.xml · nonDerivative · entry 1

ATI Investment Parent, LLC · CIK 0001827785 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

Oaktree Power Opportunities Fund IV, L.P. · CIK 0001622599 · 10% owner

Oaktree Power Opportunities Fund IV (Parallel), L.P. · CIK 0001701705 · 10% owner

Oaktree ATI Investors, L.P. · CIK 0001676821 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,713,217

F1 · kind: Represents common stock disposed of in connection with the public offering of Array Technologies, Inc.'s common stock, which closed on December 7, 2020. These shares of common stock were disposed at a price per share of $33.95, which is the public offering price per share less underwriting discount.

F1 · shares: Represents common stock disposed of in connection with the public offering of Array Technologies, Inc.'s common stock, which closed on December 7, 2020. These shares of common stock were disposed at a price per share of $33.95, which is the public offering price per share less underwriting discount.

F2 · balance_after: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F3 · balance_after: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of ATI Investment Parent, LLC ("Parent"). We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F4 · balance_after: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F5 · balance_after: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · balance_after: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

F2 · ownership.direct: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F3 · ownership.direct: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of ATI Investment Parent, LLC ("Parent"). We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F4 · ownership.direct: The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F5 · ownership.direct: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

SEC source: 0000899243-20-028604 · doc4.xml · nonDerivative · entry 1

ATI Investment Parent, LLC · CIK 0001827785 · 10% owner

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · 10% owner

Oaktree Power Opportunities Fund IV, L.P. · CIK 0001622599 · 10% owner

Oaktree Power Opportunities Fund IV (Parallel), L.P. · CIK 0001701705 · 10% owner

Oaktree ATI Investors, L.P. · CIK 0001676821 · 10% owner

OAKTREE CAPITAL MANAGEMENT LP · CIK 0000949509 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group Holdings, L.P. · CIK 0001403527 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 72,369,467

F1 · kind: Represents common stock disposed of in connection with the initial public offering of Array Technologies, Inc.'s common stock, which closed on October 19, 2020. These shares of common stock were disposed at the public offering price of $22.00 per share.

F1 · shares: Represents common stock disposed of in connection with the initial public offering of Array Technologies, Inc.'s common stock, which closed on October 19, 2020. These shares of common stock were disposed at the public offering price of $22.00 per share.

F2 · balance_after: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F3 · balance_after: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of ATI Investment Parent, LLC ("Parent"). We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F4 · balance_after: (continued from footnote 3) The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F5 · balance_after: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · balance_after: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

F2 · ownership.direct: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (ii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iii) Oaktree ATI Investors, L.P. (the "Co-Invest Fund"); (iv) Oaktree Capital Management, L.P. ("OCM"); (v) Oaktree Capital Group, LLC ("OCG"); (vi) Atlas OCM Holdings LLC ("Atlas OCM"); (vii) Brookfield Asset Management, Inc. ("Brookfield"); and (viii) Oaktree Capital Group Holdings, L.P. ("OCGH LP").

F3 · ownership.direct: The Main Fund, the Parallel Fund and the Co-Invest Fund are together the controlling member of ATI Investment Parent, LLC ("Parent"). We refer to the Main Fund, the Parallel Fund and the Co-Invest Fund, collectively, as the "Oaktree Funds." OCM is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Parent. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of March 31, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities.

F4 · ownership.direct: (continued from footnote 3) The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt.

F5 · ownership.direct: Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.