| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | BAER | Common Stock | 2.53M | Jan 24, 2023 | See footnotes | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | Includes 855,000 shares which vest generally as follows: (i) 50% of the shares vest on the first date during the Earnout Period (defined below) on which the volume-weighted average price ("VWAP") of the shares exceeds $11.50 for a period of at least 20 out of 30 consecutive trading days, and (ii) 50% of the shares vest on the first date during the Earnout Period on which the VWAP exceeds $13.00 for a period of at least 20 out of 30 consecutive trading days. The "Earnout Period" is the time period beginning on the date immediately following the January 24, 2023 closing of the Issuer's initial business combination (the "Closing Date") and ending on and including the five year anniversary of the Closing Date. Any shares not vested by the end of the Earnout Period shall be forfeited back to the Issuer for no consideration. |
| F2 | These shares are held directly by JCIC Sponsor, LLC, which is indirectly co-controlled by the Reporting Person, Jeffrey Kelter, Chairman of the Issuer's board of directors, and Thomas Jermoluk. |
| F3 | The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Act"), except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose. |
Exhibit List: Exhibit 24 - Power of Attorney