| Explanation of
Responses: |
| (1) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
Battery Investment Partners XI, LLC to its members without
additional consideration. |
| (2) |
Shares held by Battery
Investment Partners XI, LLC ("BIP XI"). Battery Partners XI, LLC
("BP XI") is the managing member of BIP XI and may be deemed to
beneficially own the shares held by BIP XI. BP XI's investment
adviser is Battery Management Corp. Neeraj Agrawal, Michael Brown,
Jesse Feldman, Russell Fleischer, Roger Lee, Chelsea Stoner,
Dharmesh Thakker, and Scott Tobin (collectively the "BP XI Managing
Members") are the managing members of BP XI and may be deemed to
share voting and dispositive power over the securities held by BIP
XI. Each of the reporting persons disclaims beneficial ownership of
these securities except to the extent of his, her or its pecuniary
interest therein, and the inclusion of these securities in this
report shall not be deemed an admission of beneficial ownership of
the reported securities for purposes of Section 16 of for any other
purpose. Mr. Agrawal is a director of the Issuer and files separate
Section 16 reports. |
| (3) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
Battery Ventures XI-A, L.P. to its general partner and limited
partners without additional consideration. |
| (4) |
Shares held by Battery
Ventures XI-A, L.P. ("BV XI-A"). BP XI is the general partner of BV
XI-A and may be deemed to beneficially own the shares held by BV
XI-A. BP XI's investment adviser is Battery Management Corp. The BP
XI Managing Members are the managing members of BP XI and may be
deemed to share voting and dispositive power over the securities
held by BP XI-A. Each of the reporting persons disclaims beneficial
ownership of these securities except to the extent of his, her or
its pecuniary interest therein, and the inclusion of these
securities in this report shall not be deemed an admission of
beneficial ownership of the reported securities for purposes of
Section 16 of for any other purpose. Mr. Agrawal is a director of
the Issuer and files separate Section 16 reports. |
| (5) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
Battery Ventures XI-A Side Fund, L.P. to its general partner and
limited partners without additional consideration. |
| (6) |
Shares held by Battery
Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). Battery Partners XI
Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF
and may be deemed to beneficially own the shares held by BV XI-A
SF. BP XI SF's investment adviser is Battery Management Corp. The
BP XI Managing Members are the managing members of BP XI SF and may
be deemed to share voting and dispositive power over the securities
held by BP XI-A SF. Each of the reporting persons disclaims
beneficial ownership of these securities except to the extent of
his, her or its pecuniary interest therein, and the inclusion of
these securities in this report shall not be deemed an admission of
beneficial ownership of the reported securities for purposes of
Section 16 of for any other purpose. Mr. Agrawal is a director of
the Issuer and files separate Section 16 reports. |
| (7) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
Battery Ventures XI-B, L.P. to its general partner and limited
partners without additional consideration. |
| (8) |
Shares held by Battery
Ventures XI-B, L.P. ("BV XI-B"). BP XI is the general partner of BV
XI-B and may be deemed to beneficially own the shares held by BV
XI-B. BP XI 's investment adviser is Battery Management Corp. The
BP XI Managing Members are the managing members of BP XI and may be
deemed to share voting and dispositive power over the securities
held by BP XI-B. Each of the reporting persons disclaims beneficial
ownership of these securities except to the extent of his, her or
its pecuniary interest therein, and the inclusion of these
securities in this report shall not be deemed an admission of
beneficial ownership of the reported securities for purposes of
Section 16 of for any other purpose. Mr. Agrawal is a director of
the Issuer and files separate Section 16 reports. |
| (9) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
Battery Ventures XI-B Side Fund, L.P. to its general partner and
limited partners without additional consideration. |
| (10) |
Shares held by Battery
Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). BP XI SF is the
general partner of BV XI-B SF and may be deemed to beneficially own
the shares held by BV XI-B SF. BP XI SF's investment adviser is
Battery Management Corp. The BP XI Managing Members are the
managing members of BP XI SF and may be deemed to share voting and
dispositive power over the securities held by BP XI-B SF. Each of
the reporting persons disclaims beneficial ownership of these
securities except to the extent of his, her or its pecuniary
interest therein, and the inclusion of these securities in this
report shall not be deemed an admission of beneficial ownership of
the reported securities for purposes of Section 16 of for any other
purpose. Mr. Agrawal is a director of the Issuer and files separate
Section 16 reports. |
| (11) |
Represents receipt of shares
in the distribution in kind described in footnotes (1), (3) and
(7). |
| (12) |
Shares held by BP XI. BP
XI's investment adviser is Battery Management Corp. The BP XI
Managing Members are the managing members of BP XI and may be
deemed to share voting and dispositive power over the securities
held by BP XI. Each of the reporting persons disclaims beneficial
ownership of these securities except to the extent of his, her or
its pecuniary interest therein, and the inclusion of these
securities in this report shall not be deemed an admission of
beneficial ownership of the reported securities for purposes of
Section 16 of for any other purpose. Mr. Agrawal is a director of
the Issuer and files separate Section 16 reports. |
| (13) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
BP XI to its members without consideration. |
| (14) |
Represents receipt of shares
in the distribution in kind described in footnotes (5) and
(9). |
| (15) |
Shares held by BP XI SF. BP
XI SF's investment adviser is Battery Management Corp. The BP XI
Managing Members are the managing members of BP XI SF and may be
deemed to share voting and dispositive power over the securities
held by BP XI. Each of the reporting persons disclaims beneficial
ownership of these securities except to the extent of his, her or
its pecuniary interest therein, and the inclusion of these
securities in this report shall not be deemed an admission of
beneficial ownership of the reported securities for purposes of
Section 16 of for any other purpose. Mr. Agrawal is a director of
the Issuer and files separate Section 16 reports. |
| (16) |
Represents a pro rata,
in-kind distribution, and not a purchase or sale of securities, by
BP XI SF to its members without consideration. |
| (17) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $71.00 to $71.64 inclusive. The
Reporting Person undertakes to provide to the Issuer, any security
holder of the Issuer, or the staff of the Securities and Exchange
Commission, upon request, full information regarding the number of
shares sold at each separate price within the range set forth in
this footnote. |
| (18) |
Reflects receipt of shares
in the distribution in kind described in footnotes (1), (13) and
(16). |
| (19) |
Shares are held by Jesse
Feldman. |
| (20) |
Reflects receipt of shares
in the distribution in kind described in footnotes (13) and
(16). |
| (21) |
Shares are held by The Jesse
Feldman Irrevocable Trust of 2016 (the "Trust"), of which Jesse
Feldman's spouse is the trustee. Mr. Feldman disclaims beneficial
ownership of the shares held by the Trust except to the extent of
his proportionate pecuniary interest therein. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Battery Partners XI, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Partners XI Side Fund, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Investment Partners XI, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Ventures XI-A Side Fund, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Ventures XI-A, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Ventures XI-B Side Fund, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Battery Ventures XI-B, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA 02210 |
|
X |
|
|
Signatures
|
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Partners XI, LLC |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Partners XI Side Fund, LLC |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Investment Partners XI, LLC |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Ventures XI-A Side Fund, L.P. |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Ventures XI-A, L.P. |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Ventures XI-B Side Fund, L.P. |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
|
/s/ Christopher Schiavo, as Attorney-in-Fact for
Battery Ventures XI-B, L.P. |
|
12/1/2021 |
| **Signature of Reporting
Person |
Date |
