HENNESSY DANIEL J

SEC source: 0001493152-26-043988 · ownership.xml · derivative · entry 4

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 0

Underlying: Class A ordinary shares · 41,666 shares

Expires not disclosed

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

F1 · security: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F6 · security: Pursuant to the Merger Agreement, in connection with, and after giving effect to, the Domestication, each then issued and outstanding right (each, a "Predecessor Right") that were automatically convertible into one-twelfth (1/12) of one Class A Ordinary Share upon consummation of the Predecessor's initial business combination converted automatically into a right to acquire one-twelfth (1/12) of one Successor Share (each, a "Successor Right"). The conversion of Predecessor Rights into Successor Rights did not alter the proportionate interests of the rights holders, and accordingly the conversion is exempt from Section 16 of the Exchange Act.

F1 · derivative.exercise_price: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · derivative.exercise_price: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F1 · kind: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · kind: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F1 · derivative.exercise_date: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · derivative.exercise_date: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F1 · derivative.expiration_date: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · derivative.expiration_date: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F1 · derivative.underlying: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F3 · derivative.underlying: Pursuant to the Merger Agreement, immediately after the Sponsor Share Conversion, the Predecessor Issuer transferred by way of continuation and deregistration to and domesticated as a Delaware corporation (such continuation and domestication, the "Domestication"). In connection with, and after giving effect to, the Domestication, each then issued and outstanding Class A Ordinary Share converted automatically, on a one-for-one basis, into one share of common stock, par value $0.0001 per share, of the Successor Issuer (each, a "Successor Share"), and the Successor Issuer became the successor issuer to the Predecessor Issuer. The conversion of the Class A Ordinary Shares into Successor Shares did not alter the proportionate interests of the security holders, and accordingly the conversion is exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

F4 · ownership.nature: HC VII Sponsor LLC ("Sponsor") is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the Predecessor Issuer's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the Predecessor Issuer's President, Chief Operating Officer and a director, are the sole managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0001493152-26-043988 · ownership.xml · derivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 0

Underlying: Class A ordinary shares · 5,203,333 shares

Expires not disclosed

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

F1 · derivative.exercise_price: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · derivative.exercise_price: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F1 · kind: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · kind: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F5 · shares: Amount has been adjusted to reflect the forfeiture of 375,000 Class B Ordinary Shares for no further consideration on January 21, 2025, upon the expiration of the underwriters' over-allotment option, which was partially exercised in connection with the Predecessor Issuer's initial public offering. Such forfeiture was exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Exchange Act.

F1 · derivative.exercise_date: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · derivative.exercise_date: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F1 · derivative.expiration_date: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · derivative.expiration_date: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F1 · derivative.underlying: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F3 · derivative.underlying: Pursuant to the Merger Agreement, immediately after the Sponsor Share Conversion, the Predecessor Issuer transferred by way of continuation and deregistration to and domesticated as a Delaware corporation (such continuation and domestication, the "Domestication"). In connection with, and after giving effect to, the Domestication, each then issued and outstanding Class A Ordinary Share converted automatically, on a one-for-one basis, into one share of common stock, par value $0.0001 per share, of the Successor Issuer (each, a "Successor Share"), and the Successor Issuer became the successor issuer to the Predecessor Issuer. The conversion of the Class A Ordinary Shares into Successor Shares did not alter the proportionate interests of the security holders, and accordingly the conversion is exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

F5 · derivative.underlying_shares: Amount has been adjusted to reflect the forfeiture of 375,000 Class B Ordinary Shares for no further consideration on January 21, 2025, upon the expiration of the underwriters' over-allotment option, which was partially exercised in connection with the Predecessor Issuer's initial public offering. Such forfeiture was exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Exchange Act.

F4 · ownership.nature: HC VII Sponsor LLC ("Sponsor") is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the Predecessor Issuer's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the Predecessor Issuer's President, Chief Operating Officer and a director, are the sole managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0001493152-26-043988 · ownership.xml · nonDerivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 5,744,999

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

F1 · security: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F3 · security: Pursuant to the Merger Agreement, immediately after the Sponsor Share Conversion, the Predecessor Issuer transferred by way of continuation and deregistration to and domesticated as a Delaware corporation (such continuation and domestication, the "Domestication"). In connection with, and after giving effect to, the Domestication, each then issued and outstanding Class A Ordinary Share converted automatically, on a one-for-one basis, into one share of common stock, par value $0.0001 per share, of the Successor Issuer (each, a "Successor Share"), and the Successor Issuer became the successor issuer to the Predecessor Issuer. The conversion of the Class A Ordinary Shares into Successor Shares did not alter the proportionate interests of the security holders, and accordingly the conversion is exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

F1 · kind: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · kind: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F1 · price: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F7 · price: Pursuant to the Merger Agreement, each twelve Successor Rights were automatically surrendered in exchange for one Successor Share at the Closing.

F4 · ownership.nature: HC VII Sponsor LLC ("Sponsor") is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the Predecessor Issuer's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the Predecessor Issuer's President, Chief Operating Officer and a director, are the sole managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0001493152-26-043988 · ownership.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 5,703,333

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

F1 · security: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F3 · security: Pursuant to the Merger Agreement, immediately after the Sponsor Share Conversion, the Predecessor Issuer transferred by way of continuation and deregistration to and domesticated as a Delaware corporation (such continuation and domestication, the "Domestication"). In connection with, and after giving effect to, the Domestication, each then issued and outstanding Class A Ordinary Share converted automatically, on a one-for-one basis, into one share of common stock, par value $0.0001 per share, of the Successor Issuer (each, a "Successor Share"), and the Successor Issuer became the successor issuer to the Predecessor Issuer. The conversion of the Class A Ordinary Shares into Successor Shares did not alter the proportionate interests of the security holders, and accordingly the conversion is exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

F1 · kind: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · kind: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F1 · price: Pursuant to the business combination agreement dated October 22, 2025 (the "Merger Agreement"), among other things, at the closing of the transactions contemplated thereby (the "Closing," and the date on which the Closing occurred, the "Closing Date") and following the Domestication (as defined below), Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company with limited liability (the "Predecessor Issuer"), was renamed "ONE Nuclear Energy Inc." ("Successor Issuer") and consummated its initial business combination with ONE Nuclear Energy LLC, a Delaware limited liability company ("ONE Nuclear"), with ONE Nuclear being the surviving company. Following the Closing, ONE Nuclear became a direct wholly-owned subsidiary of the Successor Issuer.

F2 · price: Pursuant to the Merger Agreement, on the Closing Date prior to the Closing, each then issued and outstanding Class B ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class B Ordinary Share") converted (the "Sponsor Share Conversion") automatically, on a one-for-one basis, into one Class A ordinary share, par value $0.0001 per share, of the Predecessor Issuer (each a "Class A Ordinary Share").

F4 · ownership.nature: HC VII Sponsor LLC ("Sponsor") is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the Predecessor Issuer's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the Predecessor Issuer's President, Chief Operating Officer and a director, are the sole managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0001140361-26-016100 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 182,358

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 20, 2025.

F2 · shares: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.85, inclusive. The Reporting Person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0002001557-26-000082 · wk-form4_1776374592.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 764,497

F1 · shares: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.01, inclusive. The Reporting Person undertakes to provide Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0002001557-26-000066 · wk-form4_1775179134.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 767,489

F1 · shares: Fully vested common stock, par value $0.0001 per share, of Innventure, Inc. received by the Reporting Person under the Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan (the "Plan") resulting from the Reporting Person's election under the Plan, in lieu of all the cash retainers that would have otherwise been paid to the Reporting Person pursuant to the Plan during the first calendar quarter of 2026.

SEC source: 0001493152-26-005795 · ownership.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director · Chairman and CEO · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 671,000

F1 · shares: Reflects the 671,000 Class A ordinary shares of the registrant that are included in the 671,000 private placement units of the registrant purchased by HC VIII Sponsor LLC ("Sponsor"). Each private placement unit consists of one Class A ordinary share and one right to receive one-twelfth (1/12) of one Class A ordinary share upon the consummation of an initial business combination.

F1 · balance_after: Reflects the 671,000 Class A ordinary shares of the registrant that are included in the 671,000 private placement units of the registrant purchased by HC VIII Sponsor LLC ("Sponsor"). Each private placement unit consists of one Class A ordinary share and one right to receive one-twelfth (1/12) of one Class A ordinary share upon the consummation of an initial business combination.

F2 · ownership.nature: Sponsor is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the registrant's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the registrant's President and a director, are the managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0001493152-26-005795 · ownership.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director · Chairman and CEO · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 9,512,515

Underlying: Class A ordinary shares · 1,782,086 shares

Expires not disclosed

F3 · derivative.exercise_price: As described in the registrant's Registration Statement on Form S-1 (File No. 333-291924) under the heading "Description of Securities-Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination, or at any time prior thereto at the option of the holder thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F4 · kind: Represents Class B ordinary shares issued by the registrant to Sponsor through a share dividend.

F3 · derivative.exercise_date: As described in the registrant's Registration Statement on Form S-1 (File No. 333-291924) under the heading "Description of Securities-Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination, or at any time prior thereto at the option of the holder thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F3 · derivative.expiration_date: As described in the registrant's Registration Statement on Form S-1 (File No. 333-291924) under the heading "Description of Securities-Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination, or at any time prior thereto at the option of the holder thereof, on a one-for-one basis, subject to certain adjustments described therein, and have no expiration date.

F2 · ownership.nature: Sponsor is the record holder of the securities reported herein. Hennessy Capital Group LLC is the sole manager of Sponsor. Daniel J. Hennessy, the registrant's Chairman and Chief Executive Officer, and Thomas D. Hennessy, the registrant's President and a director, are the managing members of Hennessy Capital Group LLC. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by Sponsor and have shared voting and dispositive control over such securities. Mr. Daniel Hennessy disclaims beneficial ownership over any securities owned by Sponsor in which he does not have any pecuniary interest.

SEC source: 0002001557-25-000044 · wk-form4_1764969636.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 761,095

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 20, 2025

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.32, inclusive. The Reporting Person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0002001557-25-000028 · wk-form4_1764797394.xml · nonDerivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 816,935

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 20, 2025

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.05, inclusive. The Reporting Person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0002001557-25-000028 · wk-form4_1764797394.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 825,385

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 20, 2025

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.60, inclusive. The Reporting Person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0002001557-25-000020 · wk-form4_1764210839.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 907,378

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.64, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 this footnote.

SEC source: 0001140361-25-038054 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 1,173,745

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.04 to $5.28, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 footnote (2) to this Form 4.

SEC source: 0001140361-25-037732 · form4.xml · nonDerivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 1,184,573

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.15, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 footnote (4) to this Form 4.

SEC source: 0001140361-25-037732 · form4.xml · nonDerivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 1,193,179

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.01 to $5.015, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 footnote (3) to this Form 4.

SEC source: 0001140361-25-037732 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 1,193,679

F1 · security: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.36, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., 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 footnote (2) to this Form 4.

SEC source: 0001140361-25-024042 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,199,944

F1 · shares: Restricted Stock Units ("RSUs") granted to the Reporting Person under the Innventure, Inc. 2024 Equity and Incentive Compensation Plan, and vesting on the earlier of (a) the first anniversary of the date of grant and (b) the next regularly scheduled annual meeting of stockholders of Innventure, Inc.

SEC source: 0000905148-25-002064 · form4.xml · derivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director · CHIEF EXECUTIVE OFFICER · 10% owner

Hennessy Capital Partners VI LLC · CIK 0001851739 · 10% owner · See Remarks

Hennessy Capital Group LLC · CIK 0001597166 · 10% owner · See Remarks

Hennessy Thomas D · CIK 0001789408 · 10% owner · See Remarks

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote.

Disclosed balance after: 0

Underlying: Class A Common Stock · 3,695,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Pursuant to the Business Combination Agreement dated June 17, 2024, as amended, on June 5, 2025, the Issuer consummated its initial business combination with Namib Minerals ("PubCo"), with the Issuer surviving as a subsidiary of PubCo (the "Closing"). At the Closing, these securities were automatically cancelled in exchange for the right to receive ordinary shares of PubCo on a one-for-one basis.

F1 · derivative.exercise_date: Pursuant to the Business Combination Agreement dated June 17, 2024, as amended, on June 5, 2025, the Issuer consummated its initial business combination with Namib Minerals ("PubCo"), with the Issuer surviving as a subsidiary of PubCo (the "Closing"). At the Closing, these securities were automatically cancelled in exchange for the right to receive ordinary shares of PubCo on a one-for-one basis.

F1 · derivative.expiration_date: Pursuant to the Business Combination Agreement dated June 17, 2024, as amended, on June 5, 2025, the Issuer consummated its initial business combination with Namib Minerals ("PubCo"), with the Issuer surviving as a subsidiary of PubCo (the "Closing"). At the Closing, these securities were automatically cancelled in exchange for the right to receive ordinary shares of PubCo on a one-for-one basis.

F2 · balance_after: Amount has been adjusted to reflect the forfeiture of 7,544,318 shares of Class B common stock for no further consideration at the Closing pursuant to the Sponsor Letter Agreement, as amended and restated on April 14, 2025, which forfeiture is exempt from Section 16 pursuant to Rule 16b-6(d) and Rule 16a-4(d) promulgated under the Securities Exchange Act of 1934, as amended.

F3 · ownership.direct: These shares of Class B common stock were held by Hennessy Capital Partners VI LLC ("HCP"). Daniel J. Hennessy, the Chairman of the Board and Chief Executive Officer of the Issuer, and Thomas D. Hennessy are the sole managing members of Hennessy Capital Group LLC, the managing member of HCP. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by HCP and have shared voting and dispositive control over such securities. Each of Mr. Daniel Hennessy and Mr. Thomas Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.

F3 · ownership.nature: These shares of Class B common stock were held by Hennessy Capital Partners VI LLC ("HCP"). Daniel J. Hennessy, the Chairman of the Board and Chief Executive Officer of the Issuer, and Thomas D. Hennessy are the sole managing members of Hennessy Capital Group LLC, the managing member of HCP. Consequently, each of Mr. Daniel Hennessy and Mr. Thomas Hennessy may be deemed the beneficial owner of securities held by HCP and have shared voting and dispositive control over such securities. Each of Mr. Daniel Hennessy and Mr. Thomas Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.

SEC source: 0001140361-24-049053 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,177,639

F1 · shares: Restricted Stock Units ("RSUs") granted to the Reporting Person under the Innventure, Inc. 2024 Equity and Incentive Compensation Plan, and vesting on the earlier of (a) the first anniversary of the date of grant and (b) the next regularly scheduled annual meeting of the Company's shareholders.

SEC source: 0001493152-24-029301 · ownership.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 832,095

Underlying: Class A Ordinary Shares · 1,867,604 shares

Expires not disclosed

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

F1 · derivative.exercise_price: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares.

F1 · derivative.exercise_date: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares.

F1 · derivative.expiration_date: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares.

F2 · ownership.nature: HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001493152-24-029301 · ownership.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote

Disclosed balance after: 2,260,941

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

F1 · price: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date. On July 24, 2024, the Reporting Person elected to convert 1,867,604 Class B Ordinary Shares held by him into 1,867,604 Class A Ordinary Shares.

F2 · ownership.nature: HCG Opportunity, LLC ("HCG Opportunity") is the record holder of the securities reported herein. HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-managing member of HCG Opportunity MM, serves on the Issuer's board of directors and disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.

SEC source: 0001493152-24-012081 · ownership.xml · derivative · entry 4

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Class A Ordinary Shares · 2,130,693 shares

Expires not disclosed

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

F1 · derivative.exercise_price: On March 27, 2024 (the "Closing Date"), Logistic Properties of the Americas, a Cayman Islands exempted company ("LGA"), two, a Cayman Islands exempted company ("TWOA"), LatAm Logistic Properties, S.A., a company incorporated under the laws of Panama ("LLP"), consummated their previously announced business combination (the "Business Combination") pursuant to the Business Combination Agreement, dated as of August 15, 2023 (the "Business Combination Agreement"), by and among LGA, TWOA, LLP and the other parties thereto. On the Closing Date, pursuant to the terms of the Business Combination Agreement, each outstanding Class B ordinary share of TWOA converted into a Class A ordinary share of TWOA at a conversion ratio of one Class B ordinary share for one Class A ordinary share.

F3 · kind: Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA.

F3 · derivative.exercise_date: Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA.

F3 · derivative.expiration_date: Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA.

F4 · ownership.nature: These shares are held by HC Proptech Partners III LLC (the "Sponsor"). HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0001493152-24-012081 · ownership.xml · derivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 2,130,693

Underlying: Class A Ordinary Shares · 1,071,918 shares

Expires not disclosed

F1 · derivative.exercise_price: On March 27, 2024 (the "Closing Date"), Logistic Properties of the Americas, a Cayman Islands exempted company ("LGA"), two, a Cayman Islands exempted company ("TWOA"), LatAm Logistic Properties, S.A., a company incorporated under the laws of Panama ("LLP"), consummated their previously announced business combination (the "Business Combination") pursuant to the Business Combination Agreement, dated as of August 15, 2023 (the "Business Combination Agreement"), by and among LGA, TWOA, LLP and the other parties thereto. On the Closing Date, pursuant to the terms of the Business Combination Agreement, each outstanding Class B ordinary share of TWOA converted into a Class A ordinary share of TWOA at a conversion ratio of one Class B ordinary share for one Class A ordinary share.

F2 · kind: In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration.

F2 · derivative.exercise_date: In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration.

F2 · derivative.expiration_date: In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration.

F4 · ownership.nature: These shares are held by HC Proptech Partners III LLC (the "Sponsor"). HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0001493152-24-012081 · ownership.xml · nonDerivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F2 · kind: In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration.

F2 · price: In connection with the consummation of the Business Combination, 1,071,918 of the Class B ordinary shares of TWOA were forfeited by the reporting person to LGA for no consideration.

F3 · balance_after: Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA.

F4 · ownership.nature: These shares are held by HC Proptech Partners III LLC (the "Sponsor"). HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0001493152-24-012081 · ownership.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 2,130,693

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

F3 · kind: Pursuant to the terms of the Business Combination Agreement, on the Closing Date, each outstanding Class A ordinary share of TWOA following the conversion described in footnote 1 above was exchanged for one newly issued ordinary share of LGA.

F1 · price: On March 27, 2024 (the "Closing Date"), Logistic Properties of the Americas, a Cayman Islands exempted company ("LGA"), two, a Cayman Islands exempted company ("TWOA"), LatAm Logistic Properties, S.A., a company incorporated under the laws of Panama ("LLP"), consummated their previously announced business combination (the "Business Combination") pursuant to the Business Combination Agreement, dated as of August 15, 2023 (the "Business Combination Agreement"), by and among LGA, TWOA, LLP and the other parties thereto. On the Closing Date, pursuant to the terms of the Business Combination Agreement, each outstanding Class B ordinary share of TWOA converted into a Class A ordinary share of TWOA at a conversion ratio of one Class B ordinary share for one Class A ordinary share.

F4 · ownership.nature: These shares are held by HC Proptech Partners III LLC (the "Sponsor"). HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0001493152-24-002076 · ownership.xml · derivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 3,202,611

Underlying: Class A Ordinary Shares · 10,000 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F2 · kind: Pursuant to a securities assignment agreement, dated as of January 10, 2024, 10,000 Class B ordinary shares of the registrant were assigned by HC Proptech Partners III LLC (the "Sponsor") to a director of the registrant.

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F3 · ownership.nature: These shares represent the Class B ordinary shares held by the Sponsor. HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0000905148-23-001172 · form4.xml · derivative · entry 4

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 2,699,699

Underlying: Class A Ordinary Shares · 393,337 shares

Expires not disclosed

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

F3 · derivative.exercise_price: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date.

F3 · derivative.exercise_date: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date.

F3 · derivative.expiration_date: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date.

F2 · ownership.nature: These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein.

SEC source: 0000905148-23-001172 · form4.xml · derivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 3,093,036

Underlying: Class A Ordinary Shares · 3,093,036 shares

Expires not disclosed

F1 · derivative.exercise_price: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F1 · kind: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F1 · price: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F1 · derivative.exercise_date: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F1 · derivative.expiration_date: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F2 · ownership.nature: These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein.

SEC source: 0000905148-23-001172 · form4.xml · nonDerivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 393,337

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

F3 · price: The Class B Ordinary Shares are convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis, for no additional consideration, and have no expiration date.

F2 · ownership.nature: These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein.

SEC source: 0000905148-23-001172 · form4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F1 · kind: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F1 · price: On October 19, 2023, at an extraordinary general meeting of shareholders, a majority of the Issuer's shareholders voted to approve a proposal to permit holders of Class B Ordinary Shares to convert their Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. As such, this Form 4 reports the disposition of the Class B Ordinary Shares initially reported in Table I, which were not convertible until following the consummation of the Issuer's initial business combination, and the acquisition of the Class B Ordinary Shares reported in Table II, which are currently convertible, at the option of the holder, into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the consummation of the Issuer's initial business combination. The Class B Ordinary Shares have no expiration date.

F2 · ownership.nature: These shares are held directly by HCG Opportunity, LLC ("HCG Opportunity"). HCG Opportunity MM, LLC ("HCG Opportunity MM") is the sole member of HCG Opportunity. The Reporting Person is a co-member of HCG Opportunity MM and disclaims beneficial ownership of the shares held by HCG Opportunity, except to the extent of his pecuniary interest therein.

SEC source: 0001493152-23-030219 · ownership.xml · derivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 3,212,611

Underlying: Class A Ordinary Shares · 135,000 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F2 · kind: Pursuant to a securities assignment agreement, dated as of August 2, 2023, 135,000 Class B ordinary shares of the registrant were assigned by HC Proptech Partners III, LLC (the "Sponsor") to certain directors and advisors of the registrant.

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-253802) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the registrant's initial business combination on a one-for-one basis subject to certain adjustments and have no expiration date.

F3 · ownership.nature: These shares represent the Class B ordinary shares held by the Sponsor. HC PropTech III LLC is the managing member of the Sponsor and each of Thomas D. Hennessy and Daniel J. Hennessy are the managing members of HC PropTech III LLC.

SEC source: 0001140361-23-015378 · form4.xml · derivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director · CHIEF EXECUTIVE OFFICER · 10% owner

Hennessy Capital Partners VI LLC · CIK 0001851739 · 10% owner

Hennessy Capital Group LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnote.

Disclosed balance after: 11,239,318

Underlying: Class A Common Stock · 25,000 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-254062) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-254062) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-254062) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.

F2 · balance_after: Adjusted to reflect the forfeiture of 135,682 shares of Class B common stock on November 17, 2021, upon the expiration of the underwriters' over-allotment option, which was partially exercised in connection with the registrant's initial public offering.

F3 · ownership.direct: These shares of Class B common stock are held by Hennessy Capital Partners VI LLC ("HCP"). Daniel J. Hennessy, the Chairman of the Board and Chief Executive Officer of the registrant, is the sole managing member of Hennessy Capital Group LLC, a co-managing member of HCP. Mr. Hennessy has shared voting and dispositive control over the shares held by HCP and may be deemed the beneficial owner of such shares. Mr. Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.

F3 · ownership.nature: These shares of Class B common stock are held by Hennessy Capital Partners VI LLC ("HCP"). Daniel J. Hennessy, the Chairman of the Board and Chief Executive Officer of the registrant, is the sole managing member of Hennessy Capital Group LLC, a co-managing member of HCP. Mr. Hennessy has shared voting and dispositive control over the shares held by HCP and may be deemed the beneficial owner of such shares. Mr. Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.

SEC source: 0001209191-21-037341 · doc4.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 18,083 shares

Expires not disclosed

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

F2 · derivative.exercise_price: Each RSU represents a contigent right to receive one share of the Issuer's common stock.

F1 · derivative.exercise_date: The Reporting Person received 18,083 restricted stock units ("RSUs"), which convert into shares of the Issuer's common stock on a one-for-one basis, on June 1, 2020. These RSUs fully vested on June 1, 2021 and were settled in shares of the Issuer's common stock.

F3 · derivative.expiration_date: Not applicable.

SEC source: 0001209191-21-037341 · doc4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 675,907

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

F1 · shares: The Reporting Person received 18,083 restricted stock units ("RSUs"), which convert into shares of the Issuer's common stock on a one-for-one basis, on June 1, 2020. These RSUs fully vested on June 1, 2021 and were settled in shares of the Issuer's common stock.

F1 · price: The Reporting Person received 18,083 restricted stock units ("RSUs"), which convert into shares of the Issuer's common stock on a one-for-one basis, on June 1, 2020. These RSUs fully vested on June 1, 2021 and were settled in shares of the Issuer's common stock.

SEC source: 0001213900-20-044504 · ownership.xml · derivative · entry 6

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 5,656,820 shares

Expires not disclosed

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

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · kind: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F5 · ownership.direct: Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001213900-20-044504 · ownership.xml · derivative · entry 5

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,656,820

Underlying: Class A Common Stock · 2,347,879 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F3 · kind: As contemplated by the Agreement, HCP exchanged 11,739,394 warrants of the registrant for 2,347,879 shares of the registrant's Class B common stock

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F5 · ownership.direct: Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001213900-20-044504 · ownership.xml · derivative · entry 4

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,308,941

Underlying: Class A Common Stock · 2,347,879 shares

Expires not disclosed

F1 · derivative.exercise_price: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F2 · kind: As contemplated by the sponsor warrant exchange and share cancellation agreement (the "Agreement"), dated August 17, 2020, between the registrant and Hennessy Capital Partners IV LLC ("HCP"), 2,347,879 shares of Class B common stock held by HCP were returned to the registrant for no consideration and cancelled.

F1 · derivative.exercise_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · derivative.expiration_date: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F5 · ownership.direct: Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001213900-20-044504 · ownership.xml · nonDerivative · entry 3

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F4 · kind: Represents the pro rata distribution of the shares of Class A common stock of the registrant held by HCP and SPV (as defined below) to all of the members of the reporting person or their permitted transferees.

F4 · price: Represents the pro rata distribution of the shares of Class A common stock of the registrant held by HCP and SPV (as defined below) to all of the members of the reporting person or their permitted transferees.

F5 · ownership.direct: Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001213900-20-044504 · ownership.xml · nonDerivative · entry 2

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,156,820

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

F1 · kind: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F1 · price: As described in the registrant's registration statement on Form S-1 (File No. 333-229608) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

F5 · ownership.direct: Hennessy Capital LLC is the managing member of HCP. Daniel J. Hennessy is the sole managing member of Hennessy Capital LLC. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by HCP and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001213900-20-044504 · ownership.xml · nonDerivative · entry 1

Hennessy Capital Partners IV LLC · CIK 0001750196 · 10% owner

HENNESSY DANIEL J · CIK 0001519536 · 10% owner

Hennessy Capital LLC · CIK 0001597166 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 500,000

F6 · kind: Represents shares of Class A common stock of the registrant purchased by Hennessy Capital SPV II LLC ("SPV") in a private placement in connection with the registrant's initial business combination. Daniel J. Hennessy is the sole managing member of SPV. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by SPV and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F6 · ownership.nature: Represents shares of Class A common stock of the registrant purchased by Hennessy Capital SPV II LLC ("SPV") in a private placement in connection with the registrant's initial business combination. Daniel J. Hennessy is the sole managing member of SPV. Consequently, Mr. Hennessy may be deemed the beneficial owner of the shares held by SPV and has sole voting and dispositive control over such securities. Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001225208-20-008596 · doc4.xml · derivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,083

Underlying: Common Stock · 11,574 shares

Expires not disclosed

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

F2 · derivative.exercise_price: RSUs convert into common stock on a one-for-one basis.

F1 · shares: Represents the number of shares of common stock issued upon the vesting of a restricted stock unit ("RSU") granted to the Reporting Person on June 1, 2019.

F7 · derivative.exercise_date: The Reporting Person received 11,574 RSUs on June 1, 2019 which fully vested on June 1, 2020.

F5 · derivative.expiration_date: Not Applicable

SEC source: 0001225208-20-008596 · doc4.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,657

Underlying: Common Stock · 18,083 shares

Expires not disclosed

F3 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of the Issuer's common stock.

F4 · derivative.exercise_date: The reporting person received 18,083 RSUs, which will fully vest on June 1, 2021. Upon vesting, such RSUs will be settled in, at the discretion of the board of directors of the Issuer, either shares of common stock or cash.

F5 · derivative.expiration_date: Not Applicable

F6 · balance_after: This total includes prior awards that have different vesting expiration dates

SEC source: 0001225208-20-008596 · doc4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 657,824

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

F1 · shares: Represents the number of shares of common stock issued upon the vesting of a restricted stock unit ("RSU") granted to the Reporting Person on June 1, 2019.

F2 · price: RSUs convert into common stock on a one-for-one basis.

SEC source: 0001213900-19-021772 · ownership.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 25,000 shares

Expires 2029-04-05

F2 · shares: This option, which provided for vesting in three substantially equal annual installments beginning October 17, 2019, was assumed by Holdco in the merger and replaced with an option to purchase 4,900 shares of Holdco common stock at an exercise price of $52.30 per share in accordance with the terms of the Merger Agreement. This option was subject to accelerated vesting and became immediately vested and exercisable at the Effective Time.

F2 · price: This option, which provided for vesting in three substantially equal annual installments beginning October 17, 2019, was assumed by Holdco in the merger and replaced with an option to purchase 4,900 shares of Holdco common stock at an exercise price of $52.30 per share in accordance with the terms of the Merger Agreement. This option was subject to accelerated vesting and became immediately vested and exercisable at the Effective Time.

F2 · derivative.exercise_date: This option, which provided for vesting in three substantially equal annual installments beginning October 17, 2019, was assumed by Holdco in the merger and replaced with an option to purchase 4,900 shares of Holdco common stock at an exercise price of $52.30 per share in accordance with the terms of the Merger Agreement. This option was subject to accelerated vesting and became immediately vested and exercisable at the Effective Time.

SEC source: 0001213900-19-021772 · ownership.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · shares: Pursuant to the merger agreement between NRC Group Holdings Corp. (the "Issuer"), US Ecology, Inc., US Ecology Parent, Inc. ("Holdco"), Rooster Merger Sub, Inc. and ECOL Merger Sub, Inc. (the "Merger Agreement"), each share of the Issuer's common stock issued and outstanding immediately prior to the effective time of the mergers (the "Effective Time") was converted into the right to receive, and became exchangeable for, (1) 0.196 of a share of Holdco common stock for each share of the Issuer's common stock and (2) any cash in lieu of fractional shares of Holdco common stock. The Holdco common stock had a market value of approximately $62.23 per share at the close of market immediately prior to the Effective Time.

F1 · price: Pursuant to the merger agreement between NRC Group Holdings Corp. (the "Issuer"), US Ecology, Inc., US Ecology Parent, Inc. ("Holdco"), Rooster Merger Sub, Inc. and ECOL Merger Sub, Inc. (the "Merger Agreement"), each share of the Issuer's common stock issued and outstanding immediately prior to the effective time of the mergers (the "Effective Time") was converted into the right to receive, and became exchangeable for, (1) 0.196 of a share of Holdco common stock for each share of the Issuer's common stock and (2) any cash in lieu of fractional shares of Holdco common stock. The Holdco common stock had a market value of approximately $62.23 per share at the close of market immediately prior to the Effective Time.

SEC source: 0001225208-19-008826 · doc4.xml · derivative · entry 3

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,574

Underlying: Common Stock · 5,252 shares

Expires not disclosed

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

F2 · derivative.exercise_price: RSUs convert into common stock on a one-for-one basis.

F1 · shares: Represents the number of shares of common stock issued upon the vesting of a restricted stock unit ("RSU") granted to the Reporting Person on June 1, 2018.

F7 · derivative.exercise_date: The Reporting Person received 5252 restricted stock units on June 1, 2018 which fully vested on June 1, 2019.

F5 · derivative.expiration_date: Not Applicable

SEC source: 0001225208-19-008826 · doc4.xml · derivative · entry 2

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,826

Underlying: Common Stock · 11,574 shares

Expires not disclosed

F3 · derivative.exercise_price: Each RSU represents a contingent right to receive one share of the Issuer's common stock.

F4 · derivative.exercise_date: The reporting person received 11,574 RSUs, which will fully vest on June 1, 2020, assuming Reporting Person was still a director through December 31, 2019. Upon vesting, the Reporting Person will receive a number of shares of common stock equal to the number of RSUs that have vested.

F5 · derivative.expiration_date: Not Applicable

F6 · balance_after: This total includes prior awards that have different vesting expiration dates.

SEC source: 0001225208-19-008826 · doc4.xml · nonDerivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 646,250

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

F1 · shares: Represents the number of shares of common stock issued upon the vesting of a restricted stock unit ("RSU") granted to the Reporting Person on June 1, 2018.

F2 · price: RSUs convert into common stock on a one-for-one basis.

SEC source: 0001213900-19-006052 · ownership.xml · derivative · entry 1

HENNESSY DANIEL J · CIK 0001519536 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2029-04-05

F1 · derivative.exercise_date: The option generally vests in three substantially equal installments on each of the first three anniversaries of October 17, 2018, subject to the Reporting Person's continued service through each such date.