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ACI Investment Partners XXVII, LLC

Disclosed activity across 1 company

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23388
SEC CIK
0002149819

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Reported relationships

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CompanyLast reported asReport datePublished
Zeta Global Holdings Corp.ZETA · Entity 364910% ownerAugust 13, 2026August 14, 2026

Disclosed balances

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

Zeta Global Holdings Corp.

Report date August 13, 2026 · Filed August 14, 2026

Jointly reported with Steinberg David, ACI Investment Partners, LLC

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Variable Prepaid Forward Contract (obligation to sell)SEC Table II · derivative / convertible securityIndirectBy Botticelli SPV LLC1,000,000 Reported balance After 2026-08-13 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2026-08-13 · Other · Acquired 1,000,000 · Balance 1,000,000

F5: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F6: If Botticelli does not elect to settle the contract in cash, the number of shares of the Issuer's Class A Common Stock that may be delivered by Botticelli following the Maturity Date will generally be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock prior to the Maturity Date (the "Settlement Price") is less than $47.29 (the "Maximum Price") but greater than $26.11 (the "Minimum Price"), the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to the Minimum Price divided by the Settlement Price; [continued in footnote 7]

F7: [Continued from footnote 6] (b) if the Settlement Price is equal to or greater than the Maximum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Minimum Price and (B) the excess, if any, of the Settlement Price over the Maximum Price, and a denominator equal to the Settlement Price; and (c) if the Settlement Price is equal to or less than the Minimum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares.

F4: Securities held directly by Botticelli, of which Wynwood Trust is the sole member. Mr. Steinberg has sole voting power over all shares of the Issuer held by Botticelli. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Botticelli except to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy IAC Investment Company IX, LLC4,285,215 Reported balance After 2026-08-13 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2026-08-13 · Gift · Disposed 261,735 · Balance 4,285,215

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F8: Securities held directly by IAC Investment Company IX, LLC ("IAC"). Mr. Steinberg is the Manager of IAC. Mr. Steinberg disclaims beneficial ownership of the shares held directly by IAC except to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy ACI Investment Partners XXVII, LLC9,842,337 Reported balance After 2026-08-13 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2026-08-13 · Gift · Acquired 261,735 · Balance 9,842,337

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F9: Securities held directly by ACI Investment Company XXVII, LLC ("XXVII"). Mr. Steinberg is the Manager of XXVII. Mr. Steinberg disclaims beneficial ownership of the shares held directly by XXVII except to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy ACI Investment Partners, LLC6,435,636 Reported balance Holding disclosure · report date 2026-08-13 · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · Balance 6,435,636

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F3: Reflects a transfer of 2,300,000 shares of Class B Common Stock from ACI to Botticelli SPV LLC ("Botticelli") in a transaction exempt from reporting pursuant to Rule 16a-13 because the transfer represented a change in form of beneficial ownership without a change in the Reporting Person's pecuniary interest.

F2: Securities held directly by ACI Investment Partners, LLC ("ACI"), of which the Wynwood 2025 Irrevocable Trust ("Wynwood Trust") is the sole member. Mr. Steinberg is the Manager of ACI, and Mr. Steinberg and his five children are the beneficiaries of Wynwood Trust. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy Botticelli SPV LLC2,300,000 Reported balance Holding disclosure · report date 2026-08-13 · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · Balance 2,300,000

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F3: Reflects a transfer of 2,300,000 shares of Class B Common Stock from ACI to Botticelli SPV LLC ("Botticelli") in a transaction exempt from reporting pursuant to Rule 16a-13 because the transfer represented a change in form of beneficial ownership without a change in the Reporting Person's pecuniary interest.

F4: Securities held directly by Botticelli, of which Wynwood Trust is the sole member. Mr. Steinberg has sole voting power over all shares of the Issuer held by Botticelli. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Botticelli except to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy Family Trusts453,409 Reported balance Holding disclosure · report date 2026-08-13 · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · Balance 453,409

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F10: Mr. Steinberg is co-trustee of each family trust and as a result may be deemed to share beneficial ownership of the securities held of record by each trust to the extent of his pecuniary interest therein, if any.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy CAIVIS Acquisition Corp. II75,000 Reported balance Holding disclosure · report date 2026-08-13 · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · Balance 75,000

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F11: Securities held direcly by CAIVIS, which is a wholly owned subsidiary of CAIVIS Investment Company V, LLC, of which Mr. Steinberg is the majority member.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy Charitable Annuity Trust199,153 Reported balance Holding disclosure · report date 2026-08-13 · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · Balance 199,153

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

Class B Common StockSEC Table II · derivative / convertible securityIndirectBy Spouse47,676 Reported balance Holding disclosure · report date 2026-08-13 · row 9 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 9 · Balance 47,676

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

Filing footnotes · ownership attribution and instrument terms

F1: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F2: Securities held directly by ACI Investment Partners, LLC ("ACI"), of which the Wynwood 2025 Irrevocable Trust ("Wynwood Trust") is the sole member. Mr. Steinberg is the Manager of ACI, and Mr. Steinberg and his five children are the beneficiaries of Wynwood Trust. Mr. Steinberg disclaims beneficial ownership of the shares held directly by ACI except to the extent of his pecuniary interest therein, if any.

F3: Reflects a transfer of 2,300,000 shares of Class B Common Stock from ACI to Botticelli SPV LLC ("Botticelli") in a transaction exempt from reporting pursuant to Rule 16a-13 because the transfer represented a change in form of beneficial ownership without a change in the Reporting Person's pecuniary interest.

F4: Securities held directly by Botticelli, of which Wynwood Trust is the sole member. Mr. Steinberg has sole voting power over all shares of the Issuer held by Botticelli. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Botticelli except to the extent of his pecuniary interest therein, if any.

F5: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F6: If Botticelli does not elect to settle the contract in cash, the number of shares of the Issuer's Class A Common Stock that may be delivered by Botticelli following the Maturity Date will generally be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock prior to the Maturity Date (the "Settlement Price") is less than $47.29 (the "Maximum Price") but greater than $26.11 (the "Minimum Price"), the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to the Minimum Price divided by the Settlement Price; [continued in footnote 7]

F7: [Continued from footnote 6] (b) if the Settlement Price is equal to or greater than the Maximum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Minimum Price and (B) the excess, if any, of the Settlement Price over the Maximum Price, and a denominator equal to the Settlement Price; and (c) if the Settlement Price is equal to or less than the Minimum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares.

F8: Securities held directly by IAC Investment Company IX, LLC ("IAC"). Mr. Steinberg is the Manager of IAC. Mr. Steinberg disclaims beneficial ownership of the shares held directly by IAC except to the extent of his pecuniary interest therein, if any.

F9: Securities held directly by ACI Investment Company XXVII, LLC ("XXVII"). Mr. Steinberg is the Manager of XXVII. Mr. Steinberg disclaims beneficial ownership of the shares held directly by XXVII except to the extent of his pecuniary interest therein, if any.

F10: Mr. Steinberg is co-trustee of each family trust and as a result may be deemed to share beneficial ownership of the securities held of record by each trust to the extent of his pecuniary interest therein, if any.

F11: Securities held direcly by CAIVIS, which is a wholly owned subsidiary of CAIVIS Investment Company V, LLC, of which Mr. Steinberg is the majority member.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
August 13, 2026 Filed Aug 14, 2026 21:00 UTC Zeta Global Holdings Corp. ZETA · Entity 3649 GiftClass B Common Stock · Derivative 261,735 $0.00 $0.00
Disclosure

SEC source: 0001193125-26-352542 · ownership.xml · derivative · entry 5

Steinberg David · CIK 0001308562 · Director · Chief Executive Officer · 10% owner

ACI Investment Partners, LLC · CIK 0001861905 · 10% owner

ACI Investment Partners XXVII, LLC · CIK 0002149819 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By ACI Investment Partners XXVII, LLC

Disclosed balance after: 9,842,337

Underlying: Class A Common Stock · 261,735 shares

Expires not disclosed

F1 · derivative.exercise_price: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F1 · derivative.exercise_date: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F1 · derivative.expiration_date: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F9 · ownership.nature: Securities held directly by ACI Investment Company XXVII, LLC ("XXVII"). Mr. Steinberg is the Manager of XXVII. Mr. Steinberg disclaims beneficial ownership of the shares held directly by XXVII except to the extent of his pecuniary interest therein, if any.

Read SEC document
August 13, 2026 Filed Aug 14, 2026 21:00 UTC Zeta Global Holdings Corp. ZETA · Entity 3649 GiftClass B Common Stock · Derivative 261,735 $0.00 $0.00
Disclosure

SEC source: 0001193125-26-352542 · ownership.xml · derivative · entry 4

Steinberg David · CIK 0001308562 · Director · Chief Executive Officer · 10% owner

ACI Investment Partners, LLC · CIK 0001861905 · 10% owner

ACI Investment Partners XXVII, LLC · CIK 0002149819 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By IAC Investment Company IX, LLC

Disclosed balance after: 4,285,215

Underlying: Class A Common Stock · 261,735 shares

Expires not disclosed

F1 · derivative.exercise_price: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F1 · derivative.exercise_date: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F1 · derivative.expiration_date: The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, and will convert automatically into Class A common stock on a one-to-one basis upon the earliest to occur of: (1) the first date on which the voting power of all then-outstanding shares of Class B Common Stock representing less than 10% of the combined voting power of all then-outstanding shares of Common Stock and (2) the date of the death or Disability (as defined in the Issuer's amended and restated certificate of incorporation) of Mr. Steinberg, and (b) upon the date specified by the holders of at least a majority of the then outstanding shares of Class B common stock, voting as a separate class.

F8 · ownership.nature: Securities held directly by IAC Investment Company IX, LLC ("IAC"). Mr. Steinberg is the Manager of IAC. Mr. Steinberg disclaims beneficial ownership of the shares held directly by IAC except to the extent of his pecuniary interest therein, if any.

Read SEC document
August 13, 2026 Filed Aug 14, 2026 21:00 UTC Zeta Global Holdings Corp. ZETA · Entity 3649 OtherVariable Prepaid Forward Contract (obligation to sell) · Derivative 1,000,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001193125-26-352542 · ownership.xml · derivative · entry 3

Steinberg David · CIK 0001308562 · Director · Chief Executive Officer · 10% owner

ACI Investment Partners, LLC · CIK 0001861905 · 10% owner

ACI Investment Partners XXVII, LLC · CIK 0002149819 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · By Botticelli SPV LLC

Disclosed balance after: 1,000,000

Underlying: Class A Common Stock · 1,000,000 shares

Expires not disclosed

F5 · derivative.exercise_price: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F6 · derivative.exercise_price: If Botticelli does not elect to settle the contract in cash, the number of shares of the Issuer's Class A Common Stock that may be delivered by Botticelli following the Maturity Date will generally be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock prior to the Maturity Date (the "Settlement Price") is less than $47.29 (the "Maximum Price") but greater than $26.11 (the "Minimum Price"), the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to the Minimum Price divided by the Settlement Price; [continued in footnote 7]

F7 · derivative.exercise_price: [Continued from footnote 6] (b) if the Settlement Price is equal to or greater than the Maximum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Minimum Price and (B) the excess, if any, of the Settlement Price over the Maximum Price, and a denominator equal to the Settlement Price; and (c) if the Settlement Price is equal to or less than the Minimum Price on the Maturity Date, Botticelli will deliver a number of shares of the Issuer's Class A Common Stock equal to the Subject Shares.

F5 · price: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F5 · derivative.exercise_date: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F5 · derivative.expiration_date: On August 13, 2026, in connection with tax, trust and estate planning by Wynwood Trust, Botticelli entered into a variable prepaid forward contract with an unaffiliated counterparty. The contract obligates Botticelli to deliver shares of Class A Common Stock of the Issuer or, at Botticelli's election, settle the contract in cash, on a settlement date following August 13, 2029 (the "Maturity Date"). In exchange, Botticelli received an upfront cash payment of $22.7 million. Botticelli pledged 1,000,000 shares of the Issuer's Class B Common Stock (the "Subject Shares") to secure its obligations under the contract. Botticelli will retain all voting, dividend and other rights in the Subject Shares during the term of the pledge (and thereafter if the contract is settled in cash).

F4 · ownership.nature: Securities held directly by Botticelli, of which Wynwood Trust is the sole member. Mr. Steinberg has sole voting power over all shares of the Issuer held by Botticelli. Mr. Steinberg disclaims beneficial ownership of the shares held directly by Botticelli except to the extent of his pecuniary interest therein, if any.

Read SEC document

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