ROMICK STEVEN T

SEC source: 0001104659-20-109200 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,076

SEC source: 0001104659-20-108371 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,076

SEC source: 0001104659-20-107687 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,851

SEC source: 0001104659-20-107237 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,559

SEC source: 0001104659-20-106866 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,559

SEC source: 0001104659-20-038586 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,750

SEC source: 0001104659-20-035151 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,000

SEC source: 0001104659-20-034556 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,314

SEC source: 0001104659-19-053801 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,200

SEC source: 0001104659-19-053561 · a4.xml · nonDerivative · entry 1

ROMICK STEVEN T · CIK 0001186259 · VP & Portfolio Manager

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,665

SEC source: 0000899243-19-005793 · doc4.xml · derivative · entry 8

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: Common Stock · 89,388 shares

Expires 2021-06-09

F13 · shares: Following the Initial Effective Time, each outstanding and unexercised warrant to purchase common stock of the Issuer ("Issuer Warrant") became exercisable for 0.1525 shares of common stock of Univar and $1.51 in cash, which represents the Merger Consideration that would have been payable in respect of the one-half (1/2) share of Issuer common stock that the holder of each Issuer Warrant would have been entitled to receive had such holder exercised such Issuer Warrant immediately prior to the Initial Effective Time, upon the terms and conditions specified in Issuer Warrants and the Warrant Agreement governing such Issuer Warrants. The Issuer Warrants held by FPA Value Partners were converted as described in this footnote following the Initial Effective Time.

F13 · price: Following the Initial Effective Time, each outstanding and unexercised warrant to purchase common stock of the Issuer ("Issuer Warrant") became exercisable for 0.1525 shares of common stock of Univar and $1.51 in cash, which represents the Merger Consideration that would have been payable in respect of the one-half (1/2) share of Issuer common stock that the holder of each Issuer Warrant would have been entitled to receive had such holder exercised such Issuer Warrant immediately prior to the Initial Effective Time, upon the terms and conditions specified in Issuer Warrants and the Warrant Agreement governing such Issuer Warrants. The Issuer Warrants held by FPA Value Partners were converted as described in this footnote following the Initial Effective Time.

F7 · ownership.nature: Securities of the Issuer that were held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners"). FPA serves as manager of and investment adviser to FPA Value Partners.

F13 · ownership.nature: Following the Initial Effective Time, each outstanding and unexercised warrant to purchase common stock of the Issuer ("Issuer Warrant") became exercisable for 0.1525 shares of common stock of Univar and $1.51 in cash, which represents the Merger Consideration that would have been payable in respect of the one-half (1/2) share of Issuer common stock that the holder of each Issuer Warrant would have been entitled to receive had such holder exercised such Issuer Warrant immediately prior to the Initial Effective Time, upon the terms and conditions specified in Issuer Warrants and the Warrant Agreement governing such Issuer Warrants. The Issuer Warrants held by FPA Value Partners were converted as described in this footnote following the Initial Effective Time.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 7

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F11 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). The number of securities reported as disposed herein includes shares that were received by FPA Crescent Fund in a pro rata distribution for no consideration by WLRS Fund I LLC. FPA is the investment advisor of FPA Crescent Fund and may have been deemed to have had shared voting and/or investment power over shares of common stock of the Issuer that were held by FPA Crescent Fund. In addition, Mr. Atwood may have been deemed to have had shared voting and/or investment power over shares of common stock of the Issuer that were held by FPA Crescent Fund as a director and officer of the general partner of FPA.

F12 · ownership.nature: (Continued from footnote 11) Mr. Romick may have been deemed to have had shared voting and/or investment power over shares of common stock of the Issuer that were held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and director and officer of the general partner of FPA. Messrs. Selmo and Landecker may have been deemed to have had shared voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore did not have any pecuniary interest in the securities of the Issuer that were held by FPA Crescent Fund.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 6

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F8 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC ("FPA Global Opportunity" and together with FPA Select II, FPA Select Maple, FPA Select, FPA Select Drawdown and FPA Value Partners, the "Private Investment Funds"). FPA serves as manager of and investment adviser to FPA Global Opportunity.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 5

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F7 · ownership.nature: Securities of the Issuer that were held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners"). FPA serves as manager of and investment adviser to FPA Value Partners.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 4

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F6 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Select Drawdown Fund, L.P. ("FPA Select Drawdown"). FPA serves as the general partner of and investment adviser to FPA Select Drawdown.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 3

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F5 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Select Fund, L.P. ("FPA Select"). FPA serves as the general partner of and investment adviser to FPA Select.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 2

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F4 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Select Maple Fund, L.P. ("FPA Select Maple"). FPA serves as general partner of and investment adviser to FPA Select Maple.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-005793 · doc4.xml · nonDerivative · entry 1

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · price: On February 28, 2019, Univar Inc. ("Univar") completed its previously announced acquisition of Nexeo Solutions, Inc. (the "Issuer"), pursuant to the Agreement and Plan of Merger, dated September 17, 2018 (the "Merger Agreement"), among Nexeo, Univar, Pilates Merger Sub I Corp. ("Merger Sub I"), and Pilates Merger Sub II LLC ("Merger Sub II"). Pursuant to the terms of the Merger Agreement (i) Merger Sub I merged with and into the Issuer (the "Initial Merger"), with Nexeo surviving the Initial Merger as a wholly owned subsidiary of Univar, and (ii) immediately following the Initial Merger, Nexeo merged with and into Merger Sub II (the "Subsequent Merger" and together with the Initial Merger, the "Mergers"), with Merger Sub II surviving as the surviving company and wholly owned subsidiary of Univar in the Subsequent Merger.

F2 · price: (Continued from footnote 1) In connection with the Initial Merger, each full share of common stock of the Issuer issued and outstanding immediately prior to the effective time of the Initial Merger (such time, the "Initial Effective Time") (other than (i) common stock of the Issuer owned by Univar, the Issuer or any direct or indirect wholly owned subsidiary of the Issuer or Univar (including Merger Sub I and Merger Sub II) and (ii) common stock of the Issuer owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to the Delaware General Corporations Law, as amended) was converted into the right to receive (A) $3.02, and (B) 0.305 of a share of common stock of Univar (collectively, the "Merger Consideration"). The reporting persons disposed of all shares of common stock of the Issuer beneficially owned by them in connection with the Initial Merger and received the right to receive the Merger Consideration.

F3 · ownership.nature: Shares of common stock of the Issuer that were held directly by FPA Select Fund II, L.P. ("FPA Select II"). First Pacific Advisors, LP ("FPA") serves as general partner of and investment adviser to FPA Select II.

F9 · ownership.nature: FPA may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by the Private Investment Funds as a director and officer of the general partner of FPA.

F10 · ownership.nature: (Continued from footnote 9) Mr. Brian A. Selmo may have been deemed to have had shared voting and/or investment power over the securities of the Issuer that were held by FPA Select Drawdown, FPA Select, FPA Value Partners, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Mr. Mark Landecker may have been deemed to have had shared voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Select Maple and FPA Select II as Portfolio Manager of such funds. Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer that were held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-19-000222 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund.

F2 · ownership.nature: (Continued from Footnote 1) FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-030441 · doc4.xml · derivative · entry 3

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA Value Partners Fund · CIK 0001573341 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 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: Common Stock · 21,270 shares

Expires not disclosed

F6 · derivative.exercise_price: The Mandatorily Convertible Preferred Stock is immediately convertible and does not expire. Each share of Mandatorily Convertible Preferred Stock is convertible to common stock at a rate of 114.975 shares of common stock per share of Mandatorily Convertible Preferred Stock. The Mandatorily Convertible Preferred Stock is mandatorily convertible at the earliest of (a) February 9, 2023, (b) at any time following one year after February 9, 2018, the time that the volume weighted average pricing of the common stock exceeds 150% of the conversion price per share for at least 45 trading days in a 60 consecutive trading day period, including each of the last 20 days in such 60 consecutive trading day period, and (c) a change of control transaction in which the consideration paid or payable per share of common stock is greater than or equal to $8.6975.

F6 · derivative.exercise_date: The Mandatorily Convertible Preferred Stock is immediately convertible and does not expire. Each share of Mandatorily Convertible Preferred Stock is convertible to common stock at a rate of 114.975 shares of common stock per share of Mandatorily Convertible Preferred Stock. The Mandatorily Convertible Preferred Stock is mandatorily convertible at the earliest of (a) February 9, 2023, (b) at any time following one year after February 9, 2018, the time that the volume weighted average pricing of the common stock exceeds 150% of the conversion price per share for at least 45 trading days in a 60 consecutive trading day period, including each of the last 20 days in such 60 consecutive trading day period, and (c) a change of control transaction in which the consideration paid or payable per share of common stock is greater than or equal to $8.6975.

F6 · derivative.expiration_date: The Mandatorily Convertible Preferred Stock is immediately convertible and does not expire. Each share of Mandatorily Convertible Preferred Stock is convertible to common stock at a rate of 114.975 shares of common stock per share of Mandatorily Convertible Preferred Stock. The Mandatorily Convertible Preferred Stock is mandatorily convertible at the earliest of (a) February 9, 2023, (b) at any time following one year after February 9, 2018, the time that the volume weighted average pricing of the common stock exceeds 150% of the conversion price per share for at least 45 trading days in a 60 consecutive trading day period, including each of the last 20 days in such 60 consecutive trading day period, and (c) a change of control transaction in which the consideration paid or payable per share of common stock is greater than or equal to $8.6975.

F7 · derivative.underlying_shares: Represents 185 shares of Mandatorily Convertible Preferred Stock on an as-converted basis.

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners"). First Pacific Advisors, LP ("FPA") serves as manager of and investment adviser to FPA Value Partners. FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as the investment adviser to and manager of FPA Value Partners. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as a director and officer of the general partner of FPA.

F2 · ownership.nature: (Continued from Footnote 1) Mr. Brian Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as Portfolio Manager of such fund. FPA and Messrs. Atwood, Romick and Selmo may be deemed to have a pecuniary interest in a portion of the securities held directly by FPA Value Partners due to FPA's right to receive performance-based allocations. In addition, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such fund. Each of FPA and Messrs.

F3 · ownership.nature: (Continued from Footnote 2) Atwood, Romick and Selmo disclaims beneficial ownership of securities of the Issuer held directly by FPA Value Partners except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick or Selmo is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-030441 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA Value Partners Fund · CIK 0001573341 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 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

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners"). First Pacific Advisors, LP ("FPA") serves as manager of and investment adviser to FPA Value Partners. FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as the investment adviser to and manager of FPA Value Partners. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as a director and officer of the general partner of FPA.

F2 · ownership.nature: (Continued from Footnote 1) Mr. Brian Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Value Partners as Portfolio Manager of such fund. FPA and Messrs. Atwood, Romick and Selmo may be deemed to have a pecuniary interest in a portion of the securities held directly by FPA Value Partners due to FPA's right to receive performance-based allocations. In addition, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such fund. Each of FPA and Messrs.

F3 · ownership.nature: (Continued from Footnote 2) Atwood, Romick and Selmo disclaims beneficial ownership of securities of the Issuer held directly by FPA Value Partners except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick or Selmo is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-028515 · doc4.xml · nonDerivative · entry 2

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 2,519,966

F4 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.39 to $117.51, inclusive.

F2 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment adviser of FPA Crescent Fund and may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA.

F3 · ownership.nature: (Continued from Footnote 2) Mr. Steven T. Romick may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian Selmo and Mark Landecker may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-028515 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 2,553,497

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.5050 to $117.63, inclusive. The reporting persons undertake to provide to 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 ranges set forth in footnotes (1) and (4) to this Form 4.

F2 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment adviser of FPA Crescent Fund and may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA.

F3 · ownership.nature: (Continued from Footnote 2) Mr. Steven T. Romick may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian Selmo and Mark Landecker may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-028173 · doc4.xml · nonDerivative · entry 2

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 8,401

F2 · ownership.nature: Securities of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund.

F3 · ownership.nature: (Continued from footnote 2) FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-028173 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 9,064

F1 · price: The sale price for the common stock of Ditech Holding Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.13 to $1.21, inclusive. The reporting persons undertake to provide to 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: Securities of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund.

F3 · ownership.nature: (Continued from footnote 2) FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-027876 · doc4.xml · nonDerivative · entry 2

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 39,606

F3 · price: The sale price for the common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.285 to $1.935, inclusive. The reporting persons undertake to provide to 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.

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A.

F2 · ownership.nature: (Continued from Footnote 1) Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-027876 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 54,772

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A.

F2 · ownership.nature: (Continued from Footnote 1) Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-027640 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 54,976

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A.

F2 · ownership.nature: (Continued from Footnote 1) Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-027486 · doc4.xml · nonDerivative · entry 4

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

FPA SELECT DRAWDOWN FUND, L.P. · CIK 0001677170 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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

F6 · price: The sale price for common stock of the Issuer reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.40 to $117.57, inclusive.

F5 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Drawdown Fund, L.P. ("FPA Select Drawdown"). FPA serves as the general partner of and investment adviser to FPA Select Drawdown.

F10 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds.

F11 · ownership.nature: (Continued from footnote 9) Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds. FPA and Messrs. Atwood and Romick, and Messrs. Selmo and Landecker with regard to funds for which they serve as a Portfolio Manager, may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations and their respective ownership interests in such Private Investment Funds, as applicable.

F12 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-027486 · doc4.xml · nonDerivative · entry 3

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

FPA SELECT DRAWDOWN FUND, L.P. · CIK 0001677170 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 99,629

F4 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.40 to $117.42, inclusive

F5 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Drawdown Fund, L.P. ("FPA Select Drawdown"). FPA serves as the general partner of and investment adviser to FPA Select Drawdown.

F10 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds.

F11 · ownership.nature: (Continued from footnote 9) Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds. FPA and Messrs. Atwood and Romick, and Messrs. Selmo and Landecker with regard to funds for which they serve as a Portfolio Manager, may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations and their respective ownership interests in such Private Investment Funds, as applicable.

F12 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-027538 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 220,852

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA.

F2 · ownership.nature: (Continued from Footnote 1) Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-027486 · doc4.xml · nonDerivative · entry 2

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

FPA SELECT DRAWDOWN FUND, L.P. · CIK 0001677170 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 39,561

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.27 to $117.42, inclusive. The reporting persons undertake to provide to 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 ranges set forth in footnotes (1), (4) and (6) to this Form 4

F3 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Hawkeye-7 Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye-7"). FPA serves as manager of and investment adviser to FPA Hawkeye-7.

F10 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds.

F11 · ownership.nature: (Continued from footnote 9) Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds. FPA and Messrs. Atwood and Romick, and Messrs. Selmo and Landecker with regard to funds for which they serve as a Portfolio Manager, may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations and their respective ownership interests in such Private Investment Funds, as applicable.

F12 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-027486 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

FPA SELECT DRAWDOWN FUND, L.P. · CIK 0001677170 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 25,431

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.27 to $117.42, inclusive. The reporting persons undertake to provide to 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 ranges set forth in footnotes (1), (4) and (6) to this Form 4

F2 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Hawkeye Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye"). First Pacific Advisors, LP ("FPA") serves as manager of and investment adviser to FPA Hawkeye.

F10 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a director and officer of the general partner of FPA. Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds.

F11 · ownership.nature: (Continued from footnote 9) Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds. FPA and Messrs. Atwood and Romick, and Messrs. Selmo and Landecker with regard to funds for which they serve as a Portfolio Manager, may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations and their respective ownership interests in such Private Investment Funds, as applicable.

F12 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-027057 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 249,288

F1 · ownership.nature: Securities of Ditech Holding Corporation (the "Issuer") held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and a director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund.

F2 · ownership.nature: (Continued from Footnote 1) FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-026741 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LP · CIK 0001377581 · 10% owner

FPA FUNDS TRUST · CIK 0000924727 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 249,572

F1 · price: The sale price for common stock of Ditech Holding Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.52 to $3.88, inclusive. The reporting persons undertake to provide to 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: Securities of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). First Pacific Advisors, LP ("FPA") is the investment advisor of FPA Crescent Fund and may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a director and officer of the general partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and director and officer of the general partner of FPA. Messrs. Brian A. Selmo and Mark Landecker may be deemed to share voting and/or investment power over securities of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund.

F3 · ownership.nature: (Continued from Footnote 2) FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-18-019105 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LLC · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 26,770

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.1750 to $73.20, inclusive. The reporting persons undertake to provide to 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: Shares of common stock of the Issuer held directly by FPA Hawkeye Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye"). First Pacific Advisors, LLC ("FPA") serves as manager of and investment adviser to FPA Hawkeye.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-000225 · doc4.xml · nonDerivative · entry 2

First Pacific Advisors, LLC · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 41,644

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.60 to $75.70, inclusive. The reporting persons undertake to provide to 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: Shares of common stock of the Issuer held directly by FPA Hawkeye-7 Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye-7"). FPA serves as manager of and investment adviser to FPA Hawkeye-7.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-18-000225 · doc4.xml · nonDerivative · entry 1

First Pacific Advisors, LLC · CIK 0001377581 · 10% owner

FPA HAWKEYE FUND · CIK 0001161993 · 10% owner

FPA Hawkeye-7 Fund · CIK 0001462898 · 10% owner

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 28,770

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.60 to $75.70, inclusive. The reporting persons undertake to provide to 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: Shares of common stock of the Issuer held directly by FPA Hawkeye Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye"). First Pacific Advisors, LLC ("FPA") serves as manager of and investment adviser to FPA Hawkeye.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 7

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 2,630,901

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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.

F12 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). FPA is the investment adviser of FPA Crescent Fund and may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund. In addition, Mr. Atwood may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Managing Partner of FPA.

F13 · ownership.nature: (Continued from Footnote 12) Mr. Romick may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and Managing Partner of FPA. Messrs. Selmo and Landecker may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund and Partners of FPA. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 6

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 15,069

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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.

F7 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners", and together with FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Hawkeye, and FPA Hawkeye-7, the "Private Investment Funds").

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 5

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 63,852

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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.

F6 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC ("FPA Global Opportunity"). FPA serves as manager of and investment adviser to FPA Global Opportunity.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 4

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 106,022

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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.

F5 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Drawdown Fund, L.P. ("FPA Select Drawdown"). FPA serves as the general partner of and investment adviser to FPA Select Drawdown.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 3

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 7,005

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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.

F4 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Fund, L.P. ("FPA Select"). FPA serves as general partner of and investment adviser to FPA Select.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 2

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 45,644

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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: Shares of common stock of the Issuer held directly by FPA Hawkeye-7 Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye-7"). FPA serves as manager of and investment adviser to FPA Hawkeye-7.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025655 · doc4.xml · nonDerivative · entry 1

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 30,770

F1 · price: The sale price for common stock of Esterline Technologies Corporation (the "Issuer") reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.3750, inclusive. The reporting persons undertake to provide to 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: Shares of common stock of the Issuer held directly by FPA Hawkeye Fund, a series of FPA Hawkeye Fund, LLC ("FPA Hawkeye"). First Pacific Advisors, LLC ("FPA") serves as manager of and investment adviser to FPA Hawkeye.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025489 · doc4.xml · nonDerivative · entry 28

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 2,637,364

F16 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.30, inclusive.

F12 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Crescent Fund, a series of FPA Funds Trust ("FPA Crescent Fund"). FPA is the investment adviser of FPA Crescent Fund and may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund. In addition, Mr. Atwood may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Managing Partner of FPA.

F13 · ownership.nature: (Continued from Footnote 12) Mr. Romick may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as a Portfolio Manager of FPA Crescent Fund and Managing Partner of FPA. Messrs. Selmo and Landecker may be deemed to share voting and/or investment power over shares of common stock of the Issuer held by FPA Crescent Fund as Portfolio Managers of FPA Crescent Fund and Partners of FPA. FPA only receives an asset-based management fee for serving as investment adviser to FPA Crescent Fund and therefore does not have any pecuniary interest in the securities of the Issuer held by FPA Crescent Fund.

SEC source: 0000899243-17-025489 · doc4.xml · nonDerivative · entry 27

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 15,106

F16 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.30, inclusive.

F7 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC ("FPA Value Partners", and together with FPA Global Opportunity, FPA Select Drawdown, FPA Select, FPA Hawkeye, and FPA Hawkeye-7, the "Private Investment Funds").

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025489 · doc4.xml · nonDerivative · entry 26

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 64,009

F16 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.30, inclusive.

F6 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC ("FPA Global Opportunity"). FPA serves as manager of and investment adviser to FPA Global Opportunity.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025489 · doc4.xml · nonDerivative · entry 25

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 106,282

F16 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.30, inclusive.

F5 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Drawdown Fund, L.P. ("FPA Select Drawdown"). FPA serves as the general partner of and investment adviser to FPA Select Drawdown.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

SEC source: 0000899243-17-025489 · doc4.xml · nonDerivative · entry 24

ATWOOD J RICHARD · CIK 0001192887 · 10% owner

ROMICK STEVEN T · CIK 0001186259 · 10% owner

Selmo Brian A. · CIK 0001450268 · 10% owner

Landecker Mark · CIK 0001475492 · 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: 7,022

F16 · price: The sale price for common stock of the Issuer reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.30, inclusive.

F4 · ownership.nature: Shares of common stock of the Issuer held directly by FPA Select Fund, L.P. ("FPA Select"). FPA serves as general partner of and investment adviser to FPA Select.

F8 · ownership.nature: FPA may be deemed to share voting and/or investment power over the securities of the Issuer held by each of the Private Investment Funds as the investment adviser to and manager or general partner, as applicable, of each of the Private Investment Funds. In addition, Mr. J. Richard Atwood may be deemed to share voting and/or investment power over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA. Mr. Steven T. Romick may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Hawkeye and FPA Hawkeye-7, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Managing Partner of FPA.

F9 · ownership.nature: (Continued from Footnote 8) Mr. Brian A. Selmo may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Select Drawdown, FPA Select, and FPA Value Partners, as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. Mr. Mark Landecker may be deemed to share voting and/or investment power over the securities of the Issuer held by FPA Global Opportunity, FPA Select Drawdown and FPA Select as Portfolio Manager of such funds, and over the securities of the Issuer held by the Private Investment Funds as a Partner of FPA. FPA and Messrs. Atwood, Romick, Selmo and Landecker may be deemed to have a pecuniary interest in a portion of the securities held directly by the Private Investment Funds due to FPA's right to receive performance-based allocations.

F10 · ownership.nature: (Continued from Footnote 9) In addition, Messrs. Romick, Selmo and Landecker may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Global Opportunity, FPA Select and FPA Hawkeye due to their respective ownership interests in such Private Investment Funds, Messrs. Romick and Selmo may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Value Partners due to their respective ownership interests in such Private Investment Fund, and Mr. Romick may be deemed to have an indirect pecuniary interest in a portion of the securities held directly by FPA Hawkeye-7 due to his ownership interest in such Private Investment Fund.

F11 · ownership.nature: (Continued from Footnote 10) Each of FPA and Messrs. Atwood, Romick, Selmo and Landecker disclaims beneficial ownership of securities of the Issuer held directly by the Private Investment Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of FPA or Messrs. Atwood, Romick, Selmo or Landecker is the beneficial owner of such securities for purposes of Section 16 or any other purpose.