| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BAER | Common Stock, par value $0.0001 per share | Other | $0 | +228K | $0.00 | 228K | Jan 25, 2024 | Direct | F1, F2 | |
| transaction | BAER | Common Stock, par value $0.0001 per share | Other | $0 | +528K | $0.00 | 528K | Jan 25, 2024 | By 656 Investors LLC | F1, F3, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BAER | Warrants (right to buy) | Other | $0 | +470K | $0.00 | 470K | Jan 25, 2024 | Common Stock | 470K | $11.50 | Direct | F5, F6 | |
| transaction | BAER | Warrants (right to buy) | Other | $0 | +2.35M | $0.00 | 2.35M | Jan 25, 2024 | Common Stock | 2.35M | $11.50 | By 656 Investors LLC | F4, F5, F6 |
| Id | Content |
|---|---|
| F1 | Shares of common stock, par value $0.0001 per share, were acquired pursuant to an in-kind distribution, and not a purchase or sale of securities, by JCIC Sponsor LLC ("Sponsor") to its members without additional consideration, including to Mr. Savage and 656 Investors LLC. Mr. Savage holds shared authority to direct the voting and disposition of shares held by 656 Investors LLC. |
| F2 | Includes 42,498 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 (shares vesting on such schedule, the "Earnout Shares"). 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 Earnout Shares not vested by the end of the Earnout Period shall be forfeited back to the Issuer for no consideration. |
| F3 | Includes 212,491 Earnout Shares. |
| F4 | Mr. Savage holds shared authority to direct the voting and disposition of shares held by 656 Investors LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein 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 Securities Exchange Act of 1934 or for any other purpose. |
| F5 | Warrants to purchase common stock, par value $0.0001 per share, were acquired pursuant to an in-kind distribution, and not a purchase or sale of securities, by Sponsor to its members without additional consideration, including to Mr. Savage and 656 Investors LLC. Mr. Savage holds shared authority to direct the voting and disposition of shares held by 656 Investors LLC. |
| F6 | Each warrant entitles the holder to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, at any time commencing on February 23, 2023, subject to the terms of the warrant agreement. The warrants expire on January 24, 2028, or earlier upon redemption. |