2018 Reed Dynasty Trust - Jan 3, 2022 Form 4 Insider Report for Arhaus, Inc. (ARHS)

Role: 10%+ Owner
Signature: /s/ Suzanne Hanselman Attorney-in-Fact
Stock symbol: ARHS
Transactions as of: Jan 3, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/5/2022, 05:01 PM
Previous filing: Nov 4, 2021

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	ARHS	Class B Common Stock	Gift	$0	+7.04M	+23.9%	$0.00	36.5M	Jan 3, 2022	Class A Common Stock	7.04M	$0.00	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Upon termination of The John P. Reed 2019 GRAT (the "GRAT"), 7,035,433 shares of Class B Common Stock were transferred to the Reporting Person, the holder of the residual interest of the GRAT on January 3, 2022. The transfer of shares of Class B Common Stock to the Reporting Person constitutes a "Permitted Transfer" as defined in the Issuer's Amended and Restated Certificate of Incorporation. Accordingly, following the transfer, the shares remain shares of Class B Common Stock.
F2	Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, and it is automatically convertible upon the terms and conditions set forth in the Issuer's Amended and Restated Certificate of Incorporation, and has no expiration date. Two directors of the Issuer, Albert T. Adams and William Beargie, are co-trustees of the Reporting Person.

Content

Upon termination of The John P. Reed 2019 GRAT (the "GRAT"), 7,035,433 shares of Class B Common Stock were transferred to the Reporting Person, the holder of the residual interest of the GRAT on January 3, 2022. The transfer of shares of Class B Common Stock to the Reporting Person constitutes a "Permitted Transfer" as defined in the Issuer's Amended and Restated Certificate of Incorporation. Accordingly, following the transfer, the shares remain shares of Class B Common Stock.

Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, and it is automatically convertible upon the terms and conditions set forth in the Issuer's Amended and Restated Certificate of Incorporation, and has no expiration date. Two directors of the Issuer, Albert T. Adams and William Beargie, are co-trustees of the Reporting Person.