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Table of Contents

Category of Rights

Transferability

Class A Common 
Stock

Class N Common 
Stock

Class T Common 
Stock

Class F Common 
Stock

Class E Common 
Stock

Generally transferable Generally 

transferable; converts 
into Class A common 
stock upon transfer as 
described above

Transferable only 
upon approval of 
persons comprising 
the Trust Amendment 
Threshold

Not transferable

Not transferable 
except in the case of a 
reorganization or 
redomiciliation of the 
Founder LLC that is 
approved by our 
board of directors and 
does not result in a 
change to the 
members of the 
Founder LLC

Dividend rights

Right to receive 
liquidation 
distributions

Redeemable by 
company

Entitled to participate 
pro rata in dividends 
and distributions

Entitled to participate 
pro rata in dividends 
and distributions

None

None

None

Entitled to participate 
pro rata in liquidation 
distributions

Entitled to participate 
pro rata in liquidation 
distributions

No

No

Entitled to par value 
per share

Entitled to par value 
per share

Entitled to par value 
per share

Redeemable by us for 
no consideration upon 
occurrence of certain 
events

Redeemable by us for 
no consideration upon 
occurrence of certain 
events

Redeemable by us for 
no consideration upon 
occurrence of certain 
events

Common Stock 

We have four classes of authorized common stock: 

•

•

•

•

the class designated as Participating Common Stock, which is divided into two series: Class A common 
stock and Class N common stock;

Class T common stock, which is a special class of common stock that is issued to the LTBT; 

Class F common stock, which is a special class of common stock that will be issued to the Founder LLC; 
and

Class E common stock, which is a special class of common stock that will be issued to our employees, 
excluding our co-founders.

Voting Rights 

•

•

•

•

Class A common stock. Holders of our Class A common stock are entitled to one vote for each share 
held on all matters submitted to a vote of stockholders generally, including the election of the directors 
other than the Class T directors.

Class N common stock. Holders of our Class N common stock are not entitled to vote on any matter 
that  is  submitted  to  a  vote  of  stockholders,  except  as  otherwise  required  by  law,  such  as  certain 
amendments to our amended and restated certificate of incorporation that would adversely affect the 
powers, preferences, or special rights of our Class N common stock without so adversely affecting our 
Class A common stock, on which the DGCL entitles such holders to vote separately as a series. 

Class T common stock. The holder of our Class T common stock has no voting rights with respect to 
matters submitted to stockholders, except as set forth within our amended and restated certificate of 
incorporation with respect to the election of a majority of our board of directors, the redemption of our 
Class E common stock, certain amendments to the rights of our Class F common stock, or as otherwise 
required by law, such as certain amendments to our amended and restated certificate of incorporation 
that would adversely affect the powers, preferences, or special rights of our Class T common stock, on 
which the DGCL entitles such holders to vote separately as a class. 

Class  F  common  stock.  The  holder  of  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 on matters submitted to a vote of stockholders generally, including the 
election of the directors other than the Class T directors. Our Class F common stock will be voted in the 
manner  provided  by  the  Founder  LLC  Agreement.  See  the  section  titled  “—Class  F  Common  Stock 
Voting Mechanics.”

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