Small print.
Wide open.

Table of Contents

Changes in 
Voting Power 
and Director 
Election and 
Removal 
Rights

Class T Sunset Time
Prior to the Class T Sunset Time, the LTBT, as the 
sole holder of Class T common stock, will generally 
have the authority to elect and remove the Class T 
directors, who constitute a majority of the 
authorized members of our board of directors. The 
share of our Class T common stock has no voting 
rights with respect to matters submitted to 
stockholders generally, except as set forth within 
our amended and restated certificate of 
incorporation, including with respect to the election 
of a majority of our board of directors or as required 
by law.

Following the Class T Sunset Time, if our Class F 
common stock remains outstanding, our Class A 
common stock and Class F common stock, voting 
together as a single class, will elect all of our 
directors. Because our Class F common stock is 
entitled to an aggregate number of votes equal to 
50.1% of the total voting power of our outstanding 
shares of capital stock, the Founder LLC would have 
the ability to determine the outcome of all matters 
submitted to a vote of stockholders generally, 
including the election of all directors.

If neither our Class T common stock nor Class F 
common stock remains outstanding, our Class A 
common stock would have the ability to determine 
the outcome of all matters submitted to a vote of 
stockholders generally, including the election of all 
directors.

Class F Sunset Time
Prior to the Class F Sunset Time, our Class F 
common stock will be entitled to an 
aggregate number of votes that equals 50.1% 
of the total voting power of our outstanding 
shares of capital stock as of the applicable 
record date and, together with our Class A 
common stock, voting together as a single 
class, will elect the directors other than the 
Class T directors and decide all other matters 
put to a vote of stockholders generally.

Immediately after the Class F Sunset Time, if 
our Class T common stock remains 
outstanding, the LTBT would continue to 
have the authority to elect and remove the 
Class T directors, who would constitute a 
majority of the authorized members of our 
board of directors. However, the LTBT will 
no longer need to comply with the 
procedures for nomination, removal or 
change in the Class T director designated as 
the Specified Class T Director. In such a case, 
our Class A common stock would elect and 
remove the remaining directors and decide 
all other matters put to a vote of stockholders 
generally.

If neither our Class T common stock nor 
Class F common stock remains outstanding, 
our Class A common stock would have the 
ability to determine the outcome of all 
matters submitted to a vote of stockholders 
generally, including the election of all 
directors.

For  more  information  about  our  governance  structure,  see  the  sections  titled  “Risk  Factors—Risks  Related  to 
our Governance Structure” and “Description of Capital Stock.” 

253