CAL REDWOOD SPONSOR LLC - 22 May 2025 Form 4 Insider Report for Cal Redwood Acquisition Corp. (CRA)

Footnote F1

Simultaneously with the consummation of the Issuer's initial public offering, Cal Redwood Sponsor LLC (the "Sponsor") acquired, at a price of $10.00 per unit, 400,000 units (the "Private Placement Units") in a private placement for an aggregate purchase price of $4,000,000. Each Private Placement Unit consists of one Class A ordinary share and one right entitling the holder thereof to receive one-tenth of one Class A ordinary share upon the completion of an initial business combination. The reported shares are the 400,000 Class A ordinary shares included in such Private Placement Units.

Footnote F2

The Sponsor is the record holder of such shares. Vivek Ranadive, Daven Patel and Raymond Dong are the three managers of the Sponsor. Any decisions by the Sponsor with respect to the securities held by it, including voting and dispositive decisions, are made jointly by the three managers and no one individual has a controlling decision. Accordingly, under the so-called "rule of three," because voting and dispositive decisions are made jointly by three managers, none of the managers of the Sponsor is deemed to be a beneficial owner of securities held by the Sponsor, even those in which such managers hold a pecuniary interest. Accordingly, none of such individuals is deemed to have or share beneficial ownership of the securities held by the Sponsor.