| Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | U | Common Stock | +Grant/Award | $0 | +1,036,055 | $0.00 | 1,036,055 | May 15, 2024 | Direct | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | U | Stock Option (Right to Buy) | +Grant/Award | $0 | +1,000,000 | $0.00 | 1,000,000 | May 15, 2024 | Common Stock | 1,000,000 | $22.38 | Direct | F2 | |
| transaction | U | Stock Option (Right to Buy) | +Grant/Award | $0 | +1,000,000 | +100% | $0.00 | 2,000,000 | May 15, 2024 | Common Stock | 1,000,000 | $22.38 | Direct | F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | Represents restricted stock units granted to the Reporting Person. The shares subject to this award shall vest 25% on May 15, 2025, and 25% shall vest annually thereafter, subject to the Reporting Person's continuous service through the vesting period. |
| F2 | The shares subject to this award shall vest 25% annually starting on May 15, 2025 and 6.25% quarterly thereafter, subject to the Reporting Person's continuous service through the vesting period. |
| F3 | The shares subject to this award will vest during a six-year performance period beginning on May 15, 2024 and ending on May 15, 2030 (the "Performance Period") and will be divided into four vesting tranches, each covering 25% of the total shares subject to the award. Each vesting tranche is subject to satisfaction of a continued service requirement and a stock price hurdle. The vesting date for a particular vesting tranche will be the date that both the applicable continued service requirement and the applicable stock price hurdle are satisfied with respect to such vesting tranche. |
| F4 | (Continued from Footnote 3) For the continued service requirement to be satisfied with respect to a particular vesting tranche, the Reporting Person must remain in continuous service through the applicable end date for such vesting tranche as follows: (i) May 15, 2025 for the first vesting tranche, (ii) May 15, 2026 for the second vesting tranche, (iii) May 15, 2027 for the third vesting tranche, and (iv) May 15, 2028 for the fourth vesting tranche. The stock price hurdle for a particular vesting tranche will be satisfied if during the Performance Period, the volume-weighted average trading price of Issuer's common stock on the New York Stock Exchange equals or exceeds the applicable stock price hurdle for such vesting tranche for a period of 60 consecutive calendar days. |
| F5 | (Continued from Footnote 4) The stock price hurdles are as follows: (i) $35.00 with respect to the fist vesting tranche, (ii) $50.00 with respect to the second vesting tranche, (iii) $60.00 with respect to the third vesting tranche and (iv) $75.00 with respect to the fourth vesting tranche. |