Knighthead Capital Management, LLC

SEC source: 0000905148-24-001837 · form4.xml · derivative · entry 5

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock, $0.01 par value · 3,984,482 shares

Expires 2029-07-15

F1 · derivative.exercise_price: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F2 · derivative.exercise_date: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.

F3 · derivative.expiration_date: The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.

F1 · derivative.underlying_shares: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F8 · ownership.direct: These Exchangeable Notes are directly held by CK Opportunities Fund I, LP. Knighthead Opportunities Capital Management, LLC ("Knighthead Opportunities") and Certares Opportunities LLC ("Certares") serve as investment managers ("Investment Managers") to CK Opportunities Fund I, LP, pursuant to the Investment Management Agreement, effective as of October 21, 2020, by and among each of Knighthead Opportunities, Certares, CK Opportunities Fund I, LP, and CK Opportunities GP, LLC, the general partner of CK Opportunities Fund I, LP.

F9 · ownership.direct: Investment decisions with respect to securities held by CK Opportunities Fund I, LP are made by an investment committee of the Investment Managers, which committee includes Colin Farmer, Andrew Shannahan, Michael Gregory O'Hara and Thomas Wagner, who are members of the issuer's board of directors, and Ara D. Cohen. The committee is empowered to vote or dispose of the shares on behalf of CK Opportunities Fund I, LP, and as a result, each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen may be attributed beneficial ownership of the reported securities. Each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, as applicable.

F10 · ownership.direct: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

F8 · ownership.nature: These Exchangeable Notes are directly held by CK Opportunities Fund I, LP. Knighthead Opportunities Capital Management, LLC ("Knighthead Opportunities") and Certares Opportunities LLC ("Certares") serve as investment managers ("Investment Managers") to CK Opportunities Fund I, LP, pursuant to the Investment Management Agreement, effective as of October 21, 2020, by and among each of Knighthead Opportunities, Certares, CK Opportunities Fund I, LP, and CK Opportunities GP, LLC, the general partner of CK Opportunities Fund I, LP.

F9 · ownership.nature: Investment decisions with respect to securities held by CK Opportunities Fund I, LP are made by an investment committee of the Investment Managers, which committee includes Colin Farmer, Andrew Shannahan, Michael Gregory O'Hara and Thomas Wagner, who are members of the issuer's board of directors, and Ara D. Cohen. The committee is empowered to vote or dispose of the shares on behalf of CK Opportunities Fund I, LP, and as a result, each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen may be attributed beneficial ownership of the reported securities. Each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, as applicable.

F10 · ownership.nature: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

SEC source: 0000905148-24-001837 · form4.xml · derivative · entry 4

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock, $0.01 par value · 1,068,646 shares

Expires 2029-07-15

F1 · derivative.exercise_price: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F2 · derivative.exercise_date: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.

F3 · derivative.expiration_date: The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.

F1 · derivative.underlying_shares: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F7 · ownership.direct: These Exchangeable Notes are directly held by Knighthead Master Fund, LP, for which Knighthead serves as investment manager.

F10 · ownership.direct: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

F7 · ownership.nature: These Exchangeable Notes are directly held by Knighthead Master Fund, LP, for which Knighthead serves as investment manager.

F10 · ownership.nature: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

SEC source: 0000905148-24-001837 · form4.xml · derivative · entry 3

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock, $0.01 par value · 314,556 shares

Expires 2029-07-15

F1 · derivative.exercise_price: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F2 · derivative.exercise_date: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.

F3 · derivative.expiration_date: The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.

F1 · derivative.underlying_shares: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F6 · ownership.direct: These Exchangeable Notes are directly held by Knighthead (NY) Fund, L.P., for which Knighthead serves as investment manager.

F10 · ownership.direct: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

F6 · ownership.nature: These Exchangeable Notes are directly held by Knighthead (NY) Fund, L.P., for which Knighthead serves as investment manager.

F10 · ownership.nature: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

SEC source: 0000905148-24-001837 · form4.xml · derivative · entry 2

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock, $0.01 par value · 842,389 shares

Expires 2029-07-15

F1 · derivative.exercise_price: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F2 · derivative.exercise_date: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.

F3 · derivative.expiration_date: The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.

F1 · derivative.underlying_shares: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F5 · ownership.direct: These Exchangeable Notes are directly held by Knighthead Distressed Opportunities Fund, LP, for which Knighthead serves as investment manager.

F10 · ownership.direct: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

F5 · ownership.nature: These Exchangeable Notes are directly held by Knighthead Distressed Opportunities Fund, LP, for which Knighthead serves as investment manager.

F10 · ownership.nature: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

SEC source: 0000905148-24-001837 · form4.xml · derivative · entry 1

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock, $0.01 par value · 356,366 shares

Expires 2029-07-15

F1 · derivative.exercise_price: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F2 · derivative.exercise_date: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.

F3 · derivative.expiration_date: The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.

F1 · derivative.underlying_shares: The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.

F4 · ownership.direct: These Exchangeable Notes are directly held by Knighthead Annuity & Life Assurance Company, for which Knighthead Capital Management, LLC ("Knighthead") serves as investment manager.

F10 · ownership.direct: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

F4 · ownership.nature: These Exchangeable Notes are directly held by Knighthead Annuity & Life Assurance Company, for which Knighthead Capital Management, LLC ("Knighthead") serves as investment manager.

F10 · ownership.nature: Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.

SEC source: 0000950103-24-001959 · dp206523_4-knighthead.xml · derivative · entry 4

Knighthead Capital Management, LLC · CIK 0001512397 · Director · 10% owner

KNIGHTHEAD MASTER FUND LP · CIK 0001438289 · Director · 10% owner

Knighthead (NY) Fund, LP · CIK 0001983005 · Director · 10% owner

Knighthead Annuity & Life Assurance Co · CIK 0001983004 · Director · 10% owner

Knighthead Distressed Opportunities Fund, LP · CIK 0001983007 · Director · 10% owner

KHSU SPV LP LLC · CIK 0001983002 · Director · 10% owner

KH Ankle LLC · CIK 0001983003 · Director · 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: 960,000

Underlying: Class A Common Stock · 960,000 shares

Expires not disclosed

F3 · derivative.exercise_price: Subject to earlier conversion in accordance with their terms, the Delayed Draw Notes will become due and payable on August 24, 2028 (the "Maturity Date") in an amount equal to the principal amount of the Delayed Draw Notes outstanding on such date (plus any accrued but unpaid interest thereon).

F4 · derivative.exercise_price: All or any portion of the Delayed Draw Notes may be converted at the election of the Reporting Persons at any time prior to the close of business on the business day immediately preceding the Maturity Date into a number of shares of Common Stock of the Issuer, determined by dividing (a) the outstanding balance of the principal amount of the Notes being converted (together with the accrued but unpaid interest thereon) as of the applicable conversion date, by (b) a conversion price of $12.50, which such conversion price is subject to certain anti-dilution adjustments in accordance with the terms of the NPA.

F2 · kind: Reflects the issuance of senior second lien convertible PIK delayed draw notes (the "Delayed Draw Notes") by the Issuer to the Knighthead Funds on January 30, 2024. The aggregate principal amount of the Delayed Draw Notes is $12,000,000, and the Delayed Draw Notes accrue interest at a rate of 8.00% per annum.

F2 · shares: Reflects the issuance of senior second lien convertible PIK delayed draw notes (the "Delayed Draw Notes") by the Issuer to the Knighthead Funds on January 30, 2024. The aggregate principal amount of the Delayed Draw Notes is $12,000,000, and the Delayed Draw Notes accrue interest at a rate of 8.00% per annum.

F5 · shares: This number represents the number of shares of Common Stock issuable upon conversion of the Delayed Draw Notes if the Reporting Persons elect to convert the Delayed Draw Notes based on the principal amount of the Delayed Draw Notes (as described in footnote 2 above) and the conversion price (as described in footnote 4 above).

F2 · price: Reflects the issuance of senior second lien convertible PIK delayed draw notes (the "Delayed Draw Notes") by the Issuer to the Knighthead Funds on January 30, 2024. The aggregate principal amount of the Delayed Draw Notes is $12,000,000, and the Delayed Draw Notes accrue interest at a rate of 8.00% per annum.

F3 · derivative.exercise_date: Subject to earlier conversion in accordance with their terms, the Delayed Draw Notes will become due and payable on August 24, 2028 (the "Maturity Date") in an amount equal to the principal amount of the Delayed Draw Notes outstanding on such date (plus any accrued but unpaid interest thereon).

F4 · derivative.exercise_date: All or any portion of the Delayed Draw Notes may be converted at the election of the Reporting Persons at any time prior to the close of business on the business day immediately preceding the Maturity Date into a number of shares of Common Stock of the Issuer, determined by dividing (a) the outstanding balance of the principal amount of the Notes being converted (together with the accrued but unpaid interest thereon) as of the applicable conversion date, by (b) a conversion price of $12.50, which such conversion price is subject to certain anti-dilution adjustments in accordance with the terms of the NPA.

F3 · derivative.expiration_date: Subject to earlier conversion in accordance with their terms, the Delayed Draw Notes will become due and payable on August 24, 2028 (the "Maturity Date") in an amount equal to the principal amount of the Delayed Draw Notes outstanding on such date (plus any accrued but unpaid interest thereon).

F4 · derivative.expiration_date: All or any portion of the Delayed Draw Notes may be converted at the election of the Reporting Persons at any time prior to the close of business on the business day immediately preceding the Maturity Date into a number of shares of Common Stock of the Issuer, determined by dividing (a) the outstanding balance of the principal amount of the Notes being converted (together with the accrued but unpaid interest thereon) as of the applicable conversion date, by (b) a conversion price of $12.50, which such conversion price is subject to certain anti-dilution adjustments in accordance with the terms of the NPA.

F2 · derivative.underlying_shares: Reflects the issuance of senior second lien convertible PIK delayed draw notes (the "Delayed Draw Notes") by the Issuer to the Knighthead Funds on January 30, 2024. The aggregate principal amount of the Delayed Draw Notes is $12,000,000, and the Delayed Draw Notes accrue interest at a rate of 8.00% per annum.

F5 · derivative.underlying_shares: This number represents the number of shares of Common Stock issuable upon conversion of the Delayed Draw Notes if the Reporting Persons elect to convert the Delayed Draw Notes based on the principal amount of the Delayed Draw Notes (as described in footnote 2 above) and the conversion price (as described in footnote 4 above).

F5 · balance_after: This number represents the number of shares of Common Stock issuable upon conversion of the Delayed Draw Notes if the Reporting Persons elect to convert the Delayed Draw Notes based on the principal amount of the Delayed Draw Notes (as described in footnote 2 above) and the conversion price (as described in footnote 4 above).

F6 · ownership.nature: Knighthead Capital Management, LLC ("Knighthead"), pursuant to certain investment management agreements, serves as the investment manager of Knighthead Master Fund, L.P. ("KHMF"), Knighthead Distressed Opportunities Fund, L.P. ("KHDOF") , KHSU SPV LP LLC, a wholly-owned subsidiary of KHAL ("KHSU"), and pursuant to certain investment advisory agreements, serves as the investment advisor to Knighthead (NY) Fund L.P. ("KHNY") and Knighthead Annuity & Life Assurance Company ("KHAL"), and KHMF, KHAL and KHDOF are members of KH Ankle LLC ("KHA", and together with KHMF, KHDOF, KHSU, KHNY and KHAL, collectively, the "Knighthead Funds"). Accordingly, investment decisions with respect to the reported securities held by the Knighthead Funds are made by Knighthead in its sole discretion. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0000950103-24-001959 · dp206523_4-knighthead.xml · nonDerivative · entry 1

Knighthead Capital Management, LLC · CIK 0001512397 · Director · 10% owner

KNIGHTHEAD MASTER FUND LP · CIK 0001438289 · Director · 10% owner

Knighthead (NY) Fund, LP · CIK 0001983005 · Director · 10% owner

Knighthead Annuity & Life Assurance Co · CIK 0001983004 · Director · 10% owner

Knighthead Distressed Opportunities Fund, LP · CIK 0001983007 · Director · 10% owner

KHSU SPV LP LLC · CIK 0001983002 · Director · 10% owner

KH Ankle LLC · CIK 0001983003 · Director · 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: 64,383

F1 · kind: Reflects the issuance of shares of Series B Preferred Stock by the Issuer to the Knighthead Funds (as defined below) on January 30, 2024 in connection with the issuance of the Delayed Draw Notes (as described below) in accordance with the terms of that certain Note Purchase Agreement, dated as of April 17, 2023 (as subsequently amended (the "NPA").

F1 · shares: Reflects the issuance of shares of Series B Preferred Stock by the Issuer to the Knighthead Funds (as defined below) on January 30, 2024 in connection with the issuance of the Delayed Draw Notes (as described below) in accordance with the terms of that certain Note Purchase Agreement, dated as of April 17, 2023 (as subsequently amended (the "NPA").

F1 · price: Reflects the issuance of shares of Series B Preferred Stock by the Issuer to the Knighthead Funds (as defined below) on January 30, 2024 in connection with the issuance of the Delayed Draw Notes (as described below) in accordance with the terms of that certain Note Purchase Agreement, dated as of April 17, 2023 (as subsequently amended (the "NPA").

F6 · ownership.nature: Knighthead Capital Management, LLC ("Knighthead"), pursuant to certain investment management agreements, serves as the investment manager of Knighthead Master Fund, L.P. ("KHMF"), Knighthead Distressed Opportunities Fund, L.P. ("KHDOF") , KHSU SPV LP LLC, a wholly-owned subsidiary of KHAL ("KHSU"), and pursuant to certain investment advisory agreements, serves as the investment advisor to Knighthead (NY) Fund L.P. ("KHNY") and Knighthead Annuity & Life Assurance Company ("KHAL"), and KHMF, KHAL and KHDOF are members of KH Ankle LLC ("KHA", and together with KHMF, KHDOF, KHSU, KHNY and KHAL, collectively, the "Knighthead Funds"). Accordingly, investment decisions with respect to the reported securities held by the Knighthead Funds are made by Knighthead in its sole discretion. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

SEC source: 0001104659-21-140091 · tm2133042-2_4seq1.xml · nonDerivative · entry 1

CK Amarillo LP · CIK 0001852329 · 10% owner

CK Amarillo GP, LLC · CIK 0001872129 · 10% owner

Certares Opportunities LLC · CIK 0001871984 · 10% owner

Knighthead Capital Management, LLC · CIK 0001512397 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 181,455,469

F1 · shares: The reported securities were sold pursuant to an Underwriting Agreement between the Issuer, CK Amarillo LP ("CK Amarillo") and certain other Selling Stockholders and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, collectively acting as the Underwriters.

F2 · ownership.direct: The reported securities are directly held by CK Amarillo. CK Amarillo GP, LLC serves as the general partner of CK Amarillo, and Certares Opportunities LLC and Knighthead Capital Management LLC serve as investment managers ("Investment Managers") of CK Amarillo, pursuant to the Investment Management Agreement, effective as of April 15, 2021, by and among each of the foregoing. Investment decisions with respect to the Common Stock held by CK Amarillo are made by an investment committee of the Investment Managers, which committee includes Michael Gregory O'Hara and Thomas Wagner, who are members of the issuer's board of directors, and Ara D. Cohen.

F3 · ownership.direct: The committee is empowered to vote or dispose of the shares on behalf of CK Amarillo, and as a result, each of Mr. O'Hara, Mr. Wagner and Mr. Cohen may be attributed beneficial ownership of the reported securities. Each of the foregoing and each reporting person disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, as applicable.