| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MAX | Class A Common Stock | Conversion of derivative security | +2.54M | +5079.6% | 2.59M | May 9, 2024 | See Footnote | F1, F2, F3 | ||
| transaction | MAX | Class B Common Stock | Other | -2.54M | -43.98% | 3.23M | May 9, 2024 | See Footnote | F1, F2, F3, F4 | ||
| transaction | MAX | Class A Common Stock | Sale | -$49.2M | -2.59M | -100% | $19.00 | 0 | May 10, 2024 | See Footnote | F2, F3, F5 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MAX | Class B-1 Units | Conversion of derivative security | $0 | -2.54M | -43.98% | $0.00 | 3.23M | May 9, 2024 | Class A Common Stock | 2.54M | $0.00 | See Footnote | F1, F2, F3, F6, F7 |
Insignia Capital Partners Gp, L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Reflects the exchange (the "Exchange") of 1,419,402 and 1,120,398 Class B-1 Units of QL Holdings, LLC (the "LLC") held directly by Insignia QL Holdings, LLC ("Insignia QL") and Insignia A QL Holdings, LLC ("Insignia A"), respectively, into an equal number of shares of the Issuer's Class A Common Stock ("Class A Shares"), pursuant to the Exchange Agreement, dated October 27, 2020, by and among the Issuer, the LLC and the members of the LLC (the "Exchange Agreement"). In connection with the Exchange, the Reporting Persons forfeited for no consideration an equal number of shares of the Issuer's Class B Common Stock ("Class B Shares"). |
| F2 | Insignia Capital Partners (Parallel A), L.P. ("Parallel A") and Insignia Capital Partners (AIV), L.P. ("Insignia AIV") are members of Insignia A having the power to appoint the majority of the board of managers of Insignia A. Insignia Capital Partners, L.P. ("Insignia Capital" and together with Parallel A and Insignia AIV, the "Insignia Fund") is the managing member of Insignia QL. Insignia Capital Partners GP, LLC ("Insignia GP") is the general partner of the Insignia Fund. The three member Investment Committee of Insignia GP comprised of David Lowe, Anthony Broglio and Melvyn Deane exercises voting and investment control over the securities held directly by Insignia A and Insignia QL, which acts by a majority vote of its members. Consequently, |
| F3 | (Continued from footnote 2) the Insignia Fund and Insignia GP may be deemed to beneficially own the securities held directly by Insignia A and Insignia QL. Messrs. Lowe, Broglio and Deane disclaim beneficial ownership of the securities held directly by Insignia A and Insignia QL. |
| F4 | Includes 1,427,030 Class B Shares held directly by Insignia A and 1,807,864 Class B Shares held directly by Insignia QL. |
| F5 | Reflects the sale of the Class A Shares in an underwritten public secondary offering at a price to the public of $19.00 per share. |
| F6 | Pursuant to the Exchange Agreement, Class B-1 Units of the LLC (together with one Class B Share of the Issuer for every Class B-1 Unit) are exchangeable at any time for one Class A Share. Class B-1 Units of the LLC do not expire. |
| F7 | Includes 1,427,030 Class B-1 Units of the LLC held directly by Insignia A and 1,807,864 Class B-1 Units of the LLC held directly by Insignia QL. |