John H. Heyman - 14 Jun 2024 Form 4 Insider Report for Snap One Holdings Corp.

Footnote F1

The transaction represents a gift by the Reporting Person of 51,755 shares to two charitable organizations; 3,255 shares were gifted to The Ansley School and 48,500 shares were gifted to Pace Academy Inc.

Footnote F2

On June 14, 2024, Resideo Technologies, Inc. ("Resideo") acquired the Issuer pursuant to an Agreement and Plan of Merger, dated as of April 14, 2024 (the "Merger Agreement"), by and among the Issuer, Resideo and Pop Acquisition Inc., a Delaware corporation and a wholly owned subsidiary of Resideo ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Resideo. At the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of Issuer common stock, par value $0.01 per share (the "Common Stock") (other than certain Excluded Shares (as defined in the Merger Agreement)) automatically converted into the right to receive $10.75 per share in cash, without interest and less any applicable withholding taxes (the "Merger Consideration"). Any stock options held by the reporting person, if any, were cancelled in the Merger.

Footnote F3

Represents unvested restricted stock units ("RSUs") which, in accordance with the Merger Agreement and in connection with the Merger were accelerated pursuant to his severance arrangements and converted into the right to receive the Merger Consideration.

Footnote F4

Represents unvested performance-based restricted stock units ("PSUs") which, in accordance with the Merger Agreement and in connection with the Merger, were deemed earned at target and converted into unvested RSUs.