RC IV Cayman ICW Holdings LLC - Sep 15, 2022 Form 4 Insider Report for Driven Brands Holdings Inc. (DRVN)

Role: Other*, 10%+ Owner
Signature: See signatures attached as Exhibit 99.1
Stock symbol: DRVN
Transactions as of: Sep 15, 2022
Transactions value $: -$72,659,365
Form type: 4
Date filed: 9/15/2022, 04:32 PM
Previous filing: Sep 10, 2021
Next filing: Nov 17, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DRVN	Common Stock, par value $0.01 per share	Sale	-$72.7M	-2.26M	-13.84%	$32.19	14.1M	Sep 15, 2022	Direct	F1, F3, F4
holding	DRVN	Common Stock, par value $0.01 per share						18.7M	Sep 15, 2022	See footnote	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	Consists of shares held directly by RC IV Cayman ICW Holdings LLC.
F2	Consists of shares held directly by RC IV Cayman ICW Holdings Sub LLC.
F3	RC IV Cayman ICW Holdings Sub LLC is controlled by RC IV Cayman ICW Holdings LLC. RC IV Cayman ICW Holdings LLC is controlled by RC IV Cayman ICW Equity LLC. RC IV Cayman ICW Equity LLC is controlled by Roark Capital Partners IV Cayman AIV LP, which is in turn controlled by its general partner, Roark Capital GenPar IV Cayman AIV LP. Roark Capital GenPar IV Cayman AIV LP is controlled by its general partner, Roark Capital GenPar IV Cayman AIV Ltd. (Continued in FN4)
F4	(Continued from FN3) Each of RC IV Cayman ICW Equity LLC, Roark Capital Partners IV Cayman AIV LP, Roark Capital GenPar IV Cayman AIV LP and Roark Capital GenPar IV Cayman AIV Ltd. may be deemed to have voting and dispositive power with respect to the common stock directly owned by RC IV Cayman ICW Holdings LLC and RC IV Cayman ICW Holdings Sub LLC and therefore be deemed to be the beneficial owner of the common stock held by RC IV Cayman ICW Holdings LLC and RC IV Cayman ICW Holdings Sub LLC, but each disclaims beneficial ownership of such common stock except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

The reporting persons are members of a 10% group with Driven Equity LLC, Driven Equity Sub LLC, RC Driven Holdco LLC, Roark Capital Partners AIV III LP and Roark Capital GenPar III LLC (the "Driven Equity Parties") and Neal K Aronson. None of the shares of common stock held by Mr. Aronson and the Driven Equity Entities are reflected in this report.