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(a)
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Amount beneficially owned:
SPVC V is the record owner of 3,247,578 shares of Common Stock of the Issuer. SPVC Affiliates Fund I, LLC (SPVC Affiliates) is the record owner of 70,844 shares of Common Stock of the Issuer. James Simons, a managing director of Split Rock, is the record owner of options to purchase an aggregate of 145,000 shares of Common Stock of the Issuer, of which 145,000 shares are currently exercisable or exercisable within 60 days. Additionally, James Simons is the record owner of 30,000 shares of Common Stock of the Issuer that were issued pursuant to a Restricted Stock Unit (RSU) award and an additional 33,783 shares of Common Stock of the Issuer issuable pursuant to an RSU award, none of which will be issued within 60 days. Pursuant to a letter agreement with SPVC V, James Simons holds these securities for the sole benefit of SPVC V. SPVC V and SPVC Affiliates are jointly managed by Split Rock and Vesbridge Partners, LLC; however, voting and investment power over the shares has been delegated solely to Split Rock. Split Rock has delegated all voting and investment power with respect to the shares to three individuals, who require a two-thirds vote to act. Thus, SPVC V may be deemed to own beneficially 3,422,578 shares of Common Stock of the Issuer, including 3,247,578 shares held of record by SPVC V, an aggregate of 145,000 shares issuable upon exercise of options currently exercisable or exercisable within 60 days held by Mr. Simons and 30,000 shares of Common Stock held by Mr. Simons. Split Rock may be deemed to own beneficially 3,493,422 shares of Common Stock of the Issuer, including 3,247,578 shares held of record by SPVC V, 70,844 shares held of record by SPVC Affiliates, an aggregate of 145,000 shares issuable upon exercise of options currently exercisable or exercisable within 60 days held by Mr. Simons and 30,000 shares of Common Stock held by Mr. Simons.
The filing of this Statement shall not be construed as an admission that Split Rock is the beneficial owner of any securities covered by this Statement
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(b)
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Percent of class:
Split Rock: 7.6%, and SPVC V: 7.5%. The foregoing percentages are calculated based on the 45,756,849 shares of Common Stock represented to be outstanding by the Issuer on its most recently filed quarterly report on Form 10-Q for the period ended September 30, 2016.
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