Elizabeth Kathleen Willard - Mar 1, 2022 Form 4 Insider Report for McAfee Corp. (MCFE)

Role: Director
Signature: /s/ Jared Ross, as Attorney-in-Fact
Stock symbol: MCFE
Transactions as of: Mar 1, 2022
Transactions value $: $0
Form type: 4
Date filed: 3/3/2022, 04:30 PM
Previous filing: Aug 31, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MCFE	Class A Common Stock	Disposed to Issuer		-45.5K	-100%		0	Mar 1, 2022	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Elizabeth Kathleen Willard is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Certain of these securities are restricted stock units ("RSUs") that represent the Reporting Person's right to receive shares of Class A common stock of the Issuer. The RSUs and shares of Class A common stock were cancelled pursuant to that certain Merger Agreement, dated November 5, 2021, between the Issuer, Condor BidCo, Inc. and Condor Merger Sub, Inc., in exchange for a cash payment of $26.00 per share.

Content

Certain of these securities are restricted stock units ("RSUs") that represent the Reporting Person's right to receive shares of Class A common stock of the Issuer. The RSUs and shares of Class A common stock were cancelled pursuant to that certain Merger Agreement, dated November 5, 2021, between the Issuer, Condor BidCo, Inc. and Condor Merger Sub, Inc., in exchange for a cash payment of $26.00 per share.

Remarks:

Effective upon completion of the merger on March 1, 2022, in accordance with the Merger Agreement, the Reporting Person ceased to be a director of the Issuer. Mr. Ross is signing on behalf of the Reporting Person pursuant to a Limited Power of Attorney dated October 21, 2020, which was previously filed with the Securities and Exchange Commission.