| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Cornick Kenneth L. | Director, 10%+ Owner | 85 10TH AVENUE, 9TH FLOOR, NEW YORK | /s/ Lynn Haaland, Attorney-in-Fact | 30 May 2025 | 0001868811 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | YOU | Class D Common Stock | Disposed to Issuer | -200,000 | -4.9% | 3,849,978 | 28 May 2025 | See footnote | F1, F2, F3 | ||
| transaction | YOU | Class B Common Stock | Award | +200,000 | 200,000 | 28 May 2025 | See footnote | F1, F3, F4 | |||
| transaction | YOU | Class B Common Stock | Disposed to Issuer | -200,000 | -100% | 0 | 28 May 2025 | See footnote | F3, F4, F5 | ||
| transaction | YOU | Class A Common Stock | Award | +200,000 | +134% | 349,093 | 28 May 2025 | See footnote | F3, F5 | ||
| holding | YOU | Class A Common Stock | 64,935 | 28 May 2025 | Direct | ||||||
| holding | YOU | Class A Common Stock | 125,447 | 28 May 2025 | By Family Revocable Trust |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | YOU | Non-voting common units of Alclear Holdings, LLC | Disposed to Issuer | -200,000 | -4.9% | 3,849,978 | 28 May 2025 | Class B Common Stock and Class A Common Stock | 200,000 | See footnote | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common units of Alclear ("Common Units"), together with a corresponding number of shares of Class D common stock of the Issuer ("Class D Common Stock"), were exchanged for Class B common stock of the Issuer ("Class B Common Stock") on a one-for-one basis. The exchange rights under the Exchange Agreement do not expire. |
| F2 | Shares of Class D Common Stock have 20 votes per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of Common Units of Alclear held. |
| F3 | Alclear Investments II, LLC is controlled by Mr. Cornick, its sole manager, who has dispositive control and voting control over the shares held by Alclear Investments II, LLC. |
| F4 | Shares of Class B Common Stock have 20 votes per share and economic rights (including rights to dividends and distributions upon liquidation). |
| F5 | Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B Common Stock was converted into a share of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. |