Initial Statement of Beneficial Ownership (3)
31 July 2019 - 7:01AM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Singer Eric
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/26/2019
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3. Issuer Name
and
Ticker or Trading Symbol
A10 Networks, Inc. [ATEN]
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(Last)
(First)
(Middle)
C/O A10 NETWORKS, INC., 3 WEST PLUMERIA DRIVE
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Street)
SAN JOSE, CA 95134
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock, par value $0.00001
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1658360
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I
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By Viex Opportunities Fund, LP - Series One
(1)
(2)
(6)
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Common Stock, par value $0.00001
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331977
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I
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By Viex Opportunities Fund, LP - Series Two
(1)
(3)
(6)
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Common Stock, par value $0.00001
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3531222
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Common Stock, par value $0.00001
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271116
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I
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By Viex Special Opportunities Fund III, LP
(1)
(5)
(6)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Call Option (Right to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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150900
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$2.50
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I
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By Viex Opportunities Fund, LP - Series Two
(1)
(3)
(6)
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Call Option (Right to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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150000
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$2.50
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Call Option (Right to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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5900
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$5.00
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Put Option (Obligation to Buy)
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7/30/2019
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8/16/2019
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Common Stock, par value $0.00001
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111700
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$5.00
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Put Option (Obligation to Buy)
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7/30/2019
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8/16/2019
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Common Stock, par value $0.00001
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1367900
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$7.50
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Put Option (Obligation to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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200000
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$7.50
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I
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By Viex Special Opportunities Fund II, LP
(1)
(4)
(6)
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Call Option (Right to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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210500
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$2.50
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I
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By Viex Special Opportunities Fund III, LP
(1)
(5)
(6)
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Call Option (Right to Buy)
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7/30/2019
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11/15/2019
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Common Stock, par value $0.00001
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5800
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$5.00
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I
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By Viex Special Opportunities Fund III, LP
(1)
(5)
(6)
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Explanation of Responses:
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(1)
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This Form 3 is filed jointly by VIEX Opportunities Fund, LP - Series One ("Series One"), a series of VIEX Opportunities Fund, LP, VIEX Opportunities Fund, LP - Series Two ("Series Two"), a series of VIEX Opportunities Fund, LP, VIEX Special Opportunities Fund II, LP ("VSO II"), Viex Special Opportunities Fund III, LP ("VSO III"), VIEX GP, LLC ("VIEX GP"), VIEX Special Opportunities GP II, LLC ("VSO GP II"), Viex Special Opportunities GP III, LLC ("VSO GP III"), VIEX Capital Advisors, LLC ("VIEX Capital"), and Eric Singer (collectively, the "Reporting Persons").
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(2)
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Securities of A10 Networks, Inc. (the "Issuer") beneficially owned directly by Series One. VIEX GP, as the general partner of Series One, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series One. VIEX Capital, as the investment manager of Series One, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series One. Mr. Singer, as the managing member of each of VIEX GP and VIEX Capital, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series One.
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(3)
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Securities of the Issuer beneficially owned directly by Series Two. VIEX GP, as the general partner of Series Two, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series Two. VIEX Capital, as the investment manager of Series Two, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series Two. Mr. Singer, as the managing member of each of VIEX GP and VIEX Capital, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by Series Two.
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(4)
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Securities of the Issuer beneficially owned directly by VSO II. VSO GP II, as the general partner of VSO II, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO II. VIEX Capital, as the investment manager of VSO II, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO II. Mr. Singer, as the managing member of each of VSO GP II and VIEX Capital, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO II.
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(5)
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Securities of the Issuer beneficially owned directly by VSO III. VSO GP III, as the general partner of VSO III, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO III. VIEX Capital, as the investment manager of VSO III, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO III. Mr. Singer, as the managing member of each of VSO GP III and VIEX Capital, may be deemed the beneficial owner of the securities of the Issuer beneficially owned by VSO III.
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(6)
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Each Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Singer Eric
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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X
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VIEX Opportunities Fund, LP Series One
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Opportunities Fund, LP - Series Two
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Special Opportunities Fund II, LP
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Special Opportunities Fund III, LP
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX GP, LLC
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Special Opportunities GP II, LLC
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Special Opportunities GP III, LLC
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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VIEX Capital Advisors, LLC
C/O A10 NETWORKS, INC.
3 WEST PLUMERIA DRIVE
SAN JOSE, CA 95134
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See Explanation of Responses
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Signatures
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ERIC SINGER, Name: /s/ Eric Singer
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX OPPORTUNITIES FUND, LP - SERIES ONE, By: VIEX GP, LLC, its General Partner, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX OPPORTUNITIES FUND, LP - SERIES TWO, By: VIEX GP, LLC, its General Partner, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX GP, LLC, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX SPECIAL OPPORTUNITIES FUND II, LP, By: VIEX Special Opportunities GP II, LLC, its General Partner, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX SPECIAL OPPORTUNITIES GP II, LLC, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX SPECIAL OPPORTUNITIES FUND III, LP, By: VIEX Special Opportunities GP III, LLC, its General Partner, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX SPECIAL OPPORTUNITIES GP III, LLC, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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VIEX CAPITAL ADVISORS, LLC, Name: /s/ Eric Singer, Title: Managing Member
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7/30/2019
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Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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