| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | IBP | Common Stock, $0.01 par value per share | 1.52M | Nov 20, 2023 | See footnote | F1 | |||||
| holding | IBP | Common Stock, $0.01 par value per share | 2.68M | Nov 20, 2023 | See footnote | F2 | |||||
| holding | IBP | Common Stock, $0.01 par value per share | 175K | Nov 20, 2023 | Direct | ||||||
| holding | IBP | Common Stock, $0.01 par value per share | 173K | Nov 20, 2023 | See footnote | F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | IBP | Forward sale contract (potential obligation to sell) | Other | +450K | 450K | Nov 20, 2023 | Common Stock | 450K | See Footnote | F4, F5, F6, F7, F8, F9, F10 |
| Id | Content |
|---|---|
| F1 | These securities are held directly by Installed Building Systems, Inc. ("IBS"). The Reporting Person, other than IBS, disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The Reporting Persons remain the beneficial owners of all Pledged Shares, as defined in Footnote 4, reported in Table II to the extent of his or its pecuniary interest therein. The Reporting Person, other than IBS, is the sole beneficial owner of the shares reported in Table I as directly owned. |
| F2 | These securities are held directly by PJAM IBP Holdings, Inc. ("PJAM"). The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. IBP Holding Company is the sole shareholder of PJAM. |
| F3 | These securities are held by a trust for the benefit of one of Mr. Edwards' children. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. |
| F4 | IBS entered into two prepaid variable forward sale contracts with an unaffiliated third party buyer. IBS pledged an aggregate of 450,000 shares (the "Pledged Shares") of Installed Building Products, Inc. common stock ("Common Stock") to secure its obligations under the contracts, and retained dividend and voting rights in the Pledged Shares during the term of the pledge. |
| F5 | The contracts obligate IBS to deliver to the buyer, on the applicable settlement date for each of the 15 components, up to one hundred percent (100%) of the number of Pledged Shares for such component or, at IBS' option, an equivalent amount of cash. The number of shares of Common Stock to be delivered to the buyer on the settlement date (or on which to base the amount of cash to be delivered to the buyer on the settlement date) is to be determined as follows: (a) if the volume-weighted average price of the Common Stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $131.9962 (the "Floor Price"), IBS will deliver to the buyer all of the Pledged Shares for the applicable component; |
| F6 | (Continued from Footnote 5) (b) if such Settlement Price is greater than the Floor Price but less than or equal to $166.7321 (the "Cap Price"), IBS will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and |
| F7 | (Continued from Footnote 6) (c) if such Settlement Price is greater than the Cap Price, IBS will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price. |
| F8 | In connection with the entry into the forward contracts described in Footnote (4), IBS is entitled to receive aggregate net cash payments (amounts receivable by it upon entry into the forward contract) of $48,769,133. Such amount was determined based on the market value of the Common Stock on November 20, 2023. |
| F9 | Each component is exercisable on the same date as it expires, and the expiration dates for the components occur from November 16, 2026 to November 23, 2026 under one contract and from May 24, 2027 to June 4, 2027 under the other contract. |
| F10 | These securities are held directly by IBS. The Reporting Person, other than IBS, disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
The Reporting Persons currently retain ownership of all shares of Installed Building Products, Inc. common stock that are subject to the Pledge Agreement and rights related thereto, including all voting rights.