Ashley F. Sheetz - 23 Jul 2021 Form 4 Insider Report for At Home Group Inc.

Footnote F1

Pursuant to a rollover agreement entered into between the reporting person and Ambience Parent, Inc. ("Parent") in connection with the effectuation of the transactions contemplated by the amended and restated merger agreement between the issuer, Parent, and Ambience Merger Sub, Inc. (the "Merger Agreement"), the reporting person exchanged these shares for shares of Parent having an equivalent value as of the effective date of the merger, based on a market value of the issuer shares on the effective date of $37 per share.

Footnote F2

This amount consists of shares deliverable upon vesting and settlement of restricted stock units.

Footnote F3

These restricted stock units were cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to the market value of the underlying issuer common stock on the effective date of the merger ($37 per share).

Footnote F4

This option was fully vested and exercisable as of the cancellation date.

Footnote F5

This option was cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to, for each share subject to the option, the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the per share exercise price of the option.

Footnote F6

This option was vested with respect to 44,222 shares and provided for vesting of the remainder of the option on April 3, 2022.

Footnote F7

This option was vested with respect to 13,646 shares and provided for vesting of the remainder of the option on March 28, 2022.

Footnote F8

This option provided for vesting on January 29, 2022.

Footnote F9

This option was vested with respect to 33,334 shares and provided for vesting of the remainder of the option in substantially equal annual installments on each of June 22, 2022 and June 22, 2023.

Footnote F10

The portion of this option that was vested or scheduled to vest on or before July 23, 2022 was cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to, for each share subject to the option, the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the per share exercise price of the option. The portion of this option scheduled to vest after July 23, 2022 was cancelled pursuant to the Merger Agreement in exchange for a deferred cash payment (or, at the election of the reporting person, a grant of Parent restricted stock or restricted stock units having a grant date value) equal to the amount by which the market value of the underlying issuer common stock on the effective date of the merger ($37 per share) exceeded the exercise price of the option, subject to vesting on the same schedule as the cancelled option.

Footnote F11

This option provided for vesting in three substantially equal annual installments beginning on March 30, 2022.