| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | ESI | Common Stock, par value $0.01 per share | Other | -400K | -44.44% | 500K | Aug 21, 2023 | By Martin E. Franklin Revocable Trust | F1, F2, F3 | ||
| transaction | ESI | Common Stock, par value $0.01 per share | Other | +400K | 400K | Aug 21, 2023 | By Family Trust | F1, F2, F4 | |||
| holding | ESI | Common Stock, par value $0.01 per share | 1.04M | Aug 21, 2023 | By Foundation | F5 | |||||
| holding | ESI | Common Stock, par value $0.01 per share | 6.89M | Aug 21, 2023 | By MEF Holdings, LLLP | F6 | |||||
| holding | ESI | Common Stock, par value $0.01 per share | 2.85M | Aug 21, 2023 | By RSMA, LLC | F7 | |||||
| holding | ESI | Common Stock, par value $0.01 per share | 2.42M | Aug 21, 2023 | By MEF Holdings II, LLLP | F8 |
| Id | Content |
|---|---|
| F1 | In connection with an estate planning transaction, the Revocable Trust (defined below) transferred shares of the Issuer's common stock to the Family Trust (defined below). There were no third parties involved in this transaction, which was purely estate planning in nature. |
| F2 | For tax purposes, the shares were transferred for a price equal to $19.15 per share, which represents the fair market value of a share of the Issuer's common stock based on the average of the high and low trading prices on the transaction date. |
| F3 | Shares are held by the Martin E. Franklin Revocable Trust ("Revocable Trust"), of which Mr. Franklin is the sole settlor, trustee and lifetime beneficiary. |
| F4 | Shares are held by the Sir Martin E. Franklin Family Trust ("Family Trust"), of which Mr. Franklin is a trustee and he and his descendants are beneficiaries. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. |
| F5 | Shares are held by a charitable foundation in which the reporting person serves as a director and officer. Mr. Franklin disclaims beneficial ownership of, and has no pecuniary interest in, these shares. |
| F6 | Shares are held directly by MEF Holdings, LLLP, the general partner of which is wholly-owned by the Revocable Trust. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. |
| F7 | Shares are held by directly by RSMA, LLC, of which Mr. Franklin is the managing member. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. |
| F8 | Shares are held by MEF Holdings II, LLLP, the general partner of which is wholly-owned by the Revocable Trust. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. |