GOLDMAN SACHS GROUP INC - 08 May 2023 Form 4 Insider Report for Privia Health Group, Inc. (PRVA)

Footnote F1

Pursuant to an underwriting agreement, dated May 4, 2023 (the "Underwriting Agreement"), Broad Street, MBD Holdings and Bridge Street Holdings offered and sold an aggregate 24,819,473 shares of Common Stock as set forth in the final prospectus filed by the Issuer on May 5, 2023, which offering was consummated on May 8, 2023 (the "Offering"). The amount above represents the $22.00 public offering price per share of Common Stock in the Offering less the underwriting discount of $0.385 per share of Common Stock.

Footnote F2

This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), MBD 2013, L.P. ("MBD Onshore"), MBD 2013 Offshore, L.P. ("MBD Offshore"), MBD 2013 Holdings, L.P. ("MBD Holdings"), Broad Street Principal Investments, L.L.C. ("Broad Street"), Bridge Street 2013, L.P. ("Bridge Street Onshore"), Bridge Street 2013 Offshore, L.P. ("Bridge Street Offshore"), Bridge Street 2013 Holdings, L.P. ("Bridge Street Holdings" and, together with MBD Onshore, MBD Offshore, MBD Holdings, Broad Street, Bridge Street Onshore and Bridge Street Offshore, the "GS Funds"), MBD Advisors, L.L.C. ("MBD Advisors"), and Bridge Street Opportunity Advisors, L.L.C. ("Bridge Street Advisors" and, together with GS Group, Goldman Sachs, the GS Funds and MBD Advisors, the "Reporting Persons").

Footnote F3

Because of the relationships among the Reporting Persons, each of GS Group and Goldman Sachs may be deemed a beneficial owner of all such shares of Common Stock, MBD Advisors, MBD Onshore and MBD Offshore may be deemed a beneficial owner of the shares held by MBD 2013 Holdings and Bridge Street Advisors, Bridge Street Onshore and Bridge Street Offshore may be deemed a beneficial owner of the shares held by Bridge Street Holdings. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the GS Funds. Each of Goldman Sachs and Broad Street is a subsidiary of GS Group. Goldman Sachs is the investment manager of certain of the GS Funds.

Footnote F4

The Reporting Persons disclaim beneficial ownership of all shares of Common Stock except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Footnote F5

Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.