| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Wright David K. | Chief Executive Officer, Director, 10%+ Owner | C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI | DAVID K. WRIGHT By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright | 18 Sep 2025 | 0002086238 |
| Alder Melanie | Chief Strategy Officer, Director, 10%+ Owner | C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI | MELANIE ALDER By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder | 18 Sep 2025 | 0002085981 |
| Wright Irrevocable Trust | 10%+ Owner | C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI | WRIGHT IRREVOCABLE TRUST By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright, Trustee By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder, Trustee | 18 Sep 2025 | 0002086236 |
| Alder Irrevocable Trust | 10%+ Owner | C/O PATTERN GROUP INC., 1441 WEST INNOVATION WAY, SUITE 500, LEHI | ALDER IRREVOCABLE TRUST By: /s/ Allison Fletcher, Attorney-in-Fact for David K. Wright, Trustee By: /s/ Allison Fletcher, Attorney-in-Fact for Melanie Alder, Trustee | 18 Sep 2025 | 0002085975 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | PTRN | Common Stock | 375,000 | 18 Sep 2025 | Direct | F1, F2 | |||||
| holding | PTRN | Common Stock | 125,000 | 18 Sep 2025 | By spouse | F1, F3, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | PTRN | Founder Non-Voting Preferred Stock | 18 Sep 2025 | Common Stock or Founder Voting Preferred Stock | 41,817,539 | By Wright Irrevocable Trust | F5, F6, F7, F8 | |||||||
| holding | PTRN | Founder Non-Voting Preferred Stock | 18 Sep 2025 | Common Stock or Founder Voting Preferred Stock | 27,176,014 | By Alder Irrevocable Trust | F5, F6, F7, F9 | |||||||
| holding | PTRN | Founder Voting Preferred Stock | 18 Sep 2025 | Common Stock or Founder Non-Voting Preferred Stock | 10,682,278 | Direct | F5, F6, F10 | |||||||
| holding | PTRN | Founder Voting Preferred Stock | 18 Sep 2025 | Common Stock or Founder Non-Voting Preferred Stock | 7,115,543 | By spouse | F4, F5, F6, F10 |
| Id | Content |
|---|---|
| F1 | Immediately prior to the completion of the Issuer's initial public offering of Series A Common Stock (the "Offering"), each share of Common Stock shall be reclassified into one share of Series A Common Stock. |
| F2 | These shares represent an award of restricted stock units ("RSUs") granted on September 9, 2024 under the Pattern Group Inc. 2019 Equity Incentive Plan (the "2019 Plan"). Such award vests upon satisfaction of both (i) a time-based condition, which provides that the RSUs shall vest in two equal annual installments following September 1, 2024 and (ii) a performance-based condition, which is satisfied upon the occurrence of a change in control of the Issuer or the consummation of an initial public offering of the Issuer's equity securities, subject to David K. Wright's continuous service relationship with the Issuer through each applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock. |
| F3 | These shares represent an award of RSUs granted on September 9, 2024 under the 2019 Plan. Such award vests upon satisfaction of both (i) a time-based condition, which provides that the RSUs shall vest in two equal annual installments following September 1, 2024 and (ii) a performance-based condition, which is satisfied upon the occurrence of a change in control of the Issuer or the consummation of an initial public offering of the Issuer's equity securities, subject to Melanie Alder's continuous service relationship with the Issuer through each applicable vesting date. Each RSU represents a contingent right to receive one share of Common Stock. |
| F4 | David K. Wright's spouse, Melanie Alder, is a director and the Chief Strategy Officer of the Issuer. |
| F5 | Immediately prior to the completion of the Offering, pursuant to the terms of the Issuer's amended and restated certificate of incorporation as currently in effect (the "Charter"), all 13,215,614 outstanding shares of Series B Preferred Stock shall automatically convert into 32,129,234 shares of Common Stock, after giving effect to certain anti-dilution adjustments dependent on the Offering price. Each share of Series B Preferred Stock shall convert into a number of shares of Series A Common Stock determined by dividing the original issue price of such share by the lesser of (a) the original issue price of such share (subject to certain anti-dilution adjustments) and (b) 50% of the Offering price per share in the Offering (the "Series B Preferred Special Conversion Ratio"). |
| F6 | (Continued) If application of the Series B Preferred Special Conversion Ratio would dilute the Founder Voting Preferred Stock and the Founder Non-Voting Preferred Stock (collectively, the "Founder Preferred Stock") by more than 3.33%, the Charter provides for an increase in the number of shares of Common Stock issuable upon conversion of the Founder Preferred Stock (including the Series A Common Stock and Series B Common Stock issuable in the reclassification of the Founder Preferred Stock) such that the dilution to the Founder Preferred Stock will be capped at 3.33%; however, no adjustment will be made for any incremental dilution that exceeds 9.00% (the "Founder Preferred Stock Adjustments"). The shares of Founder Preferred Stock have no expiration date. |
| F7 | Immediately prior to the completion of the Offering, each share of Founder Non-Voting Preferred Stock shall be reclassified into a number of shares of Series A Common Stock, after giving effect to the Founder Preferred Stock Adjustments. |
| F8 | These shares are owned directly by the Wright Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 3 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| F9 | These shares are owned directly by the Alder Irrevocable Trust dated December 5, 2019, of which David K. Wright and his spouse, Melanie Alder, are trustees. Each of David K. Wright and Melanie Alder disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein, and the filing of this Form 3 is not an admission that any person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| F10 | Immediately prior to the completion of the Offering, each share of Founder Voting Preferred Stock shall be reclassified into a number of shares of Series B Common Stock, after giving effect to the Founder Preferred Stock Adjustments. |
Exhibit 24.1 - Power of Attorney for David K. Wright; Exhibit 24.2 - Power of Attorney for Melanie Alder; Exhibit 24.3 - Power of Attorney for the Wright Irrevocable Trust; and Exhibit 24.4 - Power of Attorney for the Alder Irrevocable Trust