Robert J. Speyer - 10 Jun 2022 Form 4 Insider Report for Latch, Inc. (LTCH)

Footnote F1

Represents restricted stock units ("RSUs") granted to the reporting person on June 10, 2022. All of such RSUs will vest, and an equal number of shares of common stock will be deliverable to the reporting person, on the earlier of June 10, 2023 or immediately prior to the election of the nominees for director at the 2023 annual meeting of stockholders of the Issuer.

Footnote F2

Represents RSUs granted to the reporting person on June 10, 2022 that such reporting person elected to receive in place of an annual cash retainer for service on the Issuer's board of directors. The RSUs vest in equal installments on July 1, 2022, October 1, 2022, January 1, 2023 and April 1, 2023.

Footnote F3

10% of such shares are subject to vesting if the VWAP of the Issuer's shares of Common Stock equals or exceeds $14.00 for any 20 trading days within a 30 trading day period on or prior to the fifth anniversary of the business combination of TS Innovation Acquisitions Corp. and Latch Systems, Inc. (formerly known as Latch, Inc.). In the event the Issuer enters into a binding agreement on or before such date related to certain sale transactions involving the shares of Common Stock or all or substantially all of its assets, all unvested shares shall vest on the day prior to the closing of such sale if the per share price implied in such sale meets or exceeds $14.00.

Footnote F4

The sole manager of TS Innovation Acquisitions Sponsor, L.L.C. is Tishman Speyer Properties, L.P. The general partner of Tishman Speyer Properties, L.P. is Tishman Speyer Properties, Inc. The Reporting Person is a co-trustee of a voting trust that holds all voting common stock in Tishman Speyer Properties, Inc. and therefore may be deemed to share voting and investment power with respect to the securities reported herein. The Reporting Person disclaims any beneficial ownership of such securities, except to the extent of any pecuniary interest therein.

Footnote F5

Speyer GP Holdings, LLC is the general partner of Madison Rock Investment, LP, which is the managing member of Innovation Club Latch Holding, L.L.C. The Reporting Person is a managing member of Speyer GP Holdings, LLC. As a result, the Reporting Person may be deemed to share beneficial ownership over the shares held by Innovation Club Latch Holding, L.L.C., but disclaims beneficial ownership except to the extent of any pecuniary interests therein.

Footnote F6

Speyer GP Holdings, LLC is the general partner of Madison Rock Investment, LP. The Reporting Person is a managing member of Speyer GP Holdings, LLC. As a result, the Reporting Person may be deemed to share beneficial ownership over the shares held by Madison Rock Investment, LP, but disclaims beneficial ownership except to the extent of any pecuniary interests therein.