| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CART | Common Stock | Disposed to Issuer | -$117M | -3.7M | -11.2% | $31.51 | 29.3M | Aug 13, 2024 | See footnotes | F1, F2, F3, F4 |
| transaction | CART | Common Stock | Other | -2.68M | -9.12% | 26.7M | Aug 13, 2024 | See footnotes | F3, F4, F5 | ||
| holding | CART | Common Stock | 21.1K | Aug 13, 2024 | See footnote | F3, F4, F6 |
| Id | Content |
|---|---|
| F1 | This transaction represents a repurchase of shares by the issuer from D1 Iconoclast (as defined below), a co-investment fund, in an exempt transaction pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended. |
| F2 | 4,804,271 shares previously reported by the Reporting Persons that were subject to the Consulting Arrangements (as defined below) are no longer subject to the Consulting Arrangements and therefore are no longer reported herein. The shares were not disposed of in a sale transaction, and the Reporting Persons disclaim any pecuniary interest in such shares. |
| F3 | This statement is filed by D1 Capital Partners L.P. (the "Investment Manager") and Daniel Sundheim ("Mr. Sundheim"). The foregoing persons are hereinafter sometimes referred to as the "Reporting Persons." The Investment Manager is a registered investment adviser and serves as the investment manager of private investment vehicles and accounts, including D1 Iconoclast Holdings LP ("D1 Iconoclast") and D1 Master Holdco I LLC ("D1 Master Holdco"), and as an investment consultant to certain private investment vehicles and accounts (such consulting arrangements, the "Consulting Arrangements"), including GCM Grosvenor IC SPV, LLC ("GCM IC") and GCM Grosvenor IC SPV 2, LLC ("GCM IC 2") and may be deemed to beneficially own the securities held by D1 Iconoclast, D1 Master Holdco, GCM IC, and GCM IC 2. Mr. Sundheim may be deemed to beneficially own the reported securities by virtue of the fact that Mr. Sundheim indirectly controls the Investment Manager. |
| F4 | The filing of this statement should not be construed as an admission that any Reporting Person is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of the securities reported except to the extent of its pecuniary interest therein, if any. |
| F5 | This transaction represents a pro-rata in-kind distribution by D1 Iconoclast, a co-investment fund, to limited partners for no consideration. |
| F6 | Represents securities held by Mr. Sundheim. Mr. Sundheim may be deemed to hold the securities reported herein for the benefit of certain funds and accounts to which the Investment Manager serves as the investment manager or investment consultant. |
The Investment Manager may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr. Sundheim currently serves on the board of directors of the Issuer.