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(a) - (e) |
Besser:
As of the date hereof, Besser may be deemed to be
the beneficial owner of 4,381,947 Shares, constituting 14.1% of the Shares*.
Besser has the sole power to vote or direct the vote
of 279,886 Shares; has the shared power to vote or direct the vote of 4,102,061 Shares; has the sole power to dispose or direct the disposition
of 279,886 Shares; and has the shared power to dispose or direct the disposition of 4,102,061 Shares.
Frank:
As of the date hereof, Frank may be deemed to be the
beneficial owner of 4,136,522 Shares, constituting 13.3% of the Shares*.
Frank has the sole power to vote or direct the vote
of 364,934 Shares; has the shared power to vote or direct the vote of 3,771,588 Shares; has the sole power to dispose or direct the disposition
of 364,934 Shares; and has the shared power to dispose or direct the disposition of 3,771,588 Shares.
Manchester and GP:
As of the date hereof, Manchester and the GP may be
deemed to be the beneficial owner of 4,102,061 Shares, constituting 13.0% of the Shares*.
Manchester and the GP have the sole power to vote
or direct the vote of 0 Shares; have the shared power to vote or direct the vote of 4,102,061 Shares; have the sole power to dispose or
direct the disposition of 0 Shares; and have the shared power to dispose or direct the disposition of 4,102,061 Shares.
Explorer:
As of the date hereof, Explorer may be deemed to be
the beneficial owner of 3,771,588 Shares, constituting 11.9% of the Shares*.
Explorer has the sole power to vote or direct the
vote of 0 Shares; has the shared power to vote or direct the vote of 3,771,588 Shares; has the sole power to dispose or direct the disposition
of 0 Shares; and has the shared power to dispose or direct the disposition of 3,771,588 Shares.
Jeb Partners:
As of the date hereof, Jeb Partners may be deemed
to be the beneficial owner of 330,473 Shares, constituting 1.1% of the Shares*.
Jeb Partners has the sole power to vote or direct
the vote of 0 Shares; has the shared power to vote or direct the vote of 330,473 Shares; has the sole power to dispose or direct the disposition
of 0 Shares; and has the shared power to dispose or direct the disposition of 330,473 Shares.
The transactions by the Reporting Persons in the Shares
are set forth in Exhibit B. All such transactions were carried out in open market transactions.
*The outstanding Shares figure is comprised of two components: (i) 30,989,968 Shares outstanding as reported in the Issuer’s 424B5
filed by the Issuer on February 20, 2024; and (ii) 947,355 Shares of the Issuer that certain Reporting Persons may acquire on conversion,
exercise or exchange of certain derivative securities of the Issuer. Each of Besser and Frank hold options in the amounts set forth in
their respective ownership schedules above and Explorer holds 653,511 warrants as disclosed in Table II of the Form 4 filed by the Reporting
Persons on February 17, 2022, which is incorporated herein by reference. |
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