| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SHCR | Common Stock | Options Exercise | +384K | +9.2% | 4.55M | May 15, 2024 | Direct | F1 | ||
| transaction | SHCR | Common Stock | Tax liability | -$142K | -189K | -4.15% | $0.75 | 4.36M | May 15, 2024 | Direct | F2 |
| holding | SHCR | Common Stock | 3.04M | May 15, 2024 | By JT Arnold Enterprises II, LLLP | F3 | |||||
| holding | SHCR | Common Stock | 2.44M | May 15, 2024 | By Arnold Media Group, LLC | F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SHCR | Restricted Stock Units | Options Exercise | $0 | -384K | -9.09% | $0.00 | 3.84M | May 15, 2024 | Common Stock | 384K | Direct | F4 |
| Id | Content |
|---|---|
| F1 | On November 8, 2023, Reporting Person was granted 4,604,357 Restricted Stock Units ("RSUs"), vesting in twelve equal installments quarterly from 2024 - 2026. Accordingly, 383,696 vested and were settled on May 15, 2024 (172,049 of which were withheld by the issuer to cover the required withholding taxes of RSUs). RSUs convert into common stock ("Common Stock") of Sharecare, Inc. (the "Company") on a one-for-one basis. |
| F2 | No shares were sold by Reporting Person. As previously reported, on June 6, 2023, Reporting Person was granted 151,910 restricted stock units ("RSUs") in lieu of guaranteed cash base salary (as elected by Reporting Person). The RSUs vest twenty-five percent (25%) each on August 15, 2023, November 15, 2023, February 15, 2024 and May 15, 2024, respectively, provided that Reporting Person is still employed by the Company or an affiliate thereof through the applicable vesting date. The transaction reported on this Form 4 reflects withholding of shares by the Company to cover the withholding taxes due upon vesting of 25% of the RSUs on May 15, 2024 (in addition to the withholding of shares by the Company discussed in footnote 1 above). |
| F3 | Reporting Person is the beneficial owner and has sole voting power and investment power over the securities reported herein held by this entity. |
| F4 | Reference is hereby made to footnote 1. One-twelfth (1/12) of the RSUs will vest quarterly on February 15, May 15, August 15 and November 15 of each of 2024, 2025, and 2026, provided that Reporting Person is still employed by the Company or an affiliate thereof through the applicable vesting dates; provided, however, that 100% of Reporting Person's unvested RSUs will accelerate in the event of Reporting Person's termination without cause or resignation for good reason (in each case, as defined in Reporting Person's employment agreement). Each RSU represents a contingent right to receive one share of Common Stock, or as determined by the administrator, cash equal to the fair market value of one share of Common Stock on the settlement date. |