Eric Breon - Mar 17, 2023 Form 4 Insider Report for Vacasa, Inc. (VCSA)

Role: Director, 10%+ Owner
Signature: By: /s/ Jamie Cohen, Attorney-in-Fact for Eric Breon
Stock symbol: VCSA
Transactions as of: Mar 17, 2023
Transactions value $: -$1,097,523
Form type: 4
Date filed: 3/21/2023, 04:38 PM
Previous filing: Sep 9, 2022
Next filing: Jun 20, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VCSA	Class A Common Stock	Sale	-$157K	-169K	-83.27%	$0.93	34K	Mar 17, 2023	Direct	F1
transaction	VCSA	Class A Common Stock	Options Exercise	$0	+1.23M	+216.96%	$0.00	1.8M	Mar 17, 2023	Held through Mossytree Inc.	F2, F3
transaction	VCSA	Class A Common Stock	Sale	-$940K	-1M	-55.56%	$0.94	800K	Mar 17, 2023	Held through Mossytree Inc.	F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VCSA	Vacasa Holdings Units	Options Exercise	$0	-1.23M	-2.02%	$0.00	59.9M	Mar 17, 2023	Class A Common Stock	1.23M		Held through Mossytree Inc.	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This transaction was executed in multiple trades at prices ranging from $0.91 to $0.95. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F2	The term "Vacasa Holdings Units" is used herein to represent limited liability company units of Vacasa Holdings LLC and an equal number of paired shares of Class B common stock of the Issuer, which, pursuant to the limited liability company agreement of Vacasa Holdings LLC, are together redeemable by the holder on a one-for-one basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) an equivalent amount of cash. Upon redemption, the Issuer will cancel and retire for no consideration the redeemed shares of Class B Common Stock and Vacasa Holdings LLC will register the Issuer as the owner of the redeemed Units. Shares of Class B common stock of the Issuer have no economic rights and each share of Class B common stock entitles its holder to 1 vote per share.
F3	Eric Breon is the President of Mossytree Inc. As a result, Mr. Breon may be deemed to share beneficial ownership of the shares held directly by Mossytree Inc.
F4	This transaction was executed in multiple trades at prices ranging from $0.91 to $1.01. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.