Frank Calderoni - 22 Jun 2022 Form 4 Insider Report for Anaplan, Inc.

Footnote F1

Represents 34,617 shares of the Issuer's common stock awarded to the Reporting Person upon the vesting of a portion of an award of performance stock units ("PSUs") in connection with the closing of the transactions contemplated by the Merger Agreement (as defined below) and an additional 34,617 PSUs subject to the award that were converted into a right to receive a cash payment equal to product of $63.75 and that number of PSUs , subject to the Reporting Person's continued service with the Company less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of the award was accelerated.

Footnote F2

The shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of March 20, 2022, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of June 6, 2022 (the "Merger Agreement") by and among the Issuer, Anaplan Holdings, LLC (f/k/a Alpine Parent, LLC), a Delaware limited liability company, and Alpine Merger Sub, Inc., a Delaware corporation, whereby, immediately prior to the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of Issuer common stock were converted into the right to receive $63.75 per share in cash and, when so converted, automatically cancelled.

Footnote F3

The shares are held by the Frank Calderoni & Brenda Zawatski Living Trust U/A/D 3/11/05, of which the Reporting Person and his wife are trustees and beneficiaries.

Footnote F4

The Stock Option, which provided for service-based vesting over four-years with 25% vesting on January 20, 2018, with the remainder exercisable in 36 equal monthly installments thereafter, was cancelled pursuant to the Merger Agreement in exchange for a cash payment representing the difference between the per share exercise price of the option and the $63.75 per share merger consideration, less all applicable deductions and withholdings required to be withheld in respect of such payment.

Footnote F5

The Stock Option provided for service-based vesting with 50% of the shares vesting on September 10, 2020 and the remainder in 24 equal monthly installments thereafter. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the Stock Option were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement in exchange for a cash payment representing the difference between the per share exercise price of the Stock Option and the $63.75 per share merger consideration, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F6

The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The RSU was subject to service-based vesting conditions with 50% of the shares vesting on September 10, 2020 and the remainder vesting in equal quarterly installments. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the RSU were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive a cash payment equal to the product of $63.75 and the number of vested shares of the Issuer's Common Stock subject to the RSU, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F7

The Stock Option provided for service-based vesting over four-years in equal quarterly installments commencing on September 10, 2019. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the Stock Option were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement in exchange for a cash payment representing the difference between the per share exercise price of the Stock Option and the $63.75 per share merger consideration, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F8

The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU was subject to service-based vesting conditions over a four-year period in equal quarterly installments commencing on September 10, 2019. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the RSU were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive a cash payment equal to the product of $63.75 and the number of vested shares of the Issuer's Common Stock subject to the RSU, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F9

The Stock Option which provided for service-based vesting over four-years in 48 equal monthly installments commencing on April 9, 2020. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the Stock Option were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement in exchange for a cash payment representing the difference between the per share exercise price of the Stock Option and the $63.75 per share merger consideration, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F10

The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU was subject to service-based vesting conditions over a four-year period in equal quarterly installments commencing on June 10, 2020. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the RSU were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive a cash payment equal to the product of $63.75 and the number of vested shares of the Issuer's Common Stock subject to the RSU, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.

Footnote F11

The Reporting Person was granted RSUs which represent a contingent right to receive one share of Common Stock for each RSU. The RSU was subject to service-based vesting conditions over a four-year period in equal quarterly installments commencing on June 10, 2021. Immediately prior to the Effective Time, fifty percent (50%) of the unvested shares subject to the RSU were accelerated. The award was subsequently cancelled pursuant to the Merger Agreement and the Reporting Person became entitled to receive a cash payment equal to the product of $63.75 and the number of vested shares of the Issuer's Common Stock subject to the RSU, less all applicable deductions and withholdings required to be withheld in respect of such payment. Following the Effective Time, and in connection with the Reporting Person's termination of employment with the Company, the remaining unvested portion of such award was accelerated.