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Founder LLC Agreement

Our co-founders intend to enter into the Founder LLC Agreement. We expect the Founder LLC Agreement to 
become  effective  substantially  concurrently  with  the  filing  and  acceptance  of  our  amended  and  restated 
certificate of incorporation with the Secretary of State of the State of Delaware. 

Our  Class  F  common  stock  will  be  held  by  the  Founder  LLC.  Our  Class  F  common  stock  will  be  voted  by  the 
Founder LLC in a manner determined pursuant to the Founder LLC Agreement. Generally, the Founder LLC 
will vote as determined by a majority of the Continuing Founders. Our seven co-founders will each initially be a 
Continuing  Founder.  Upon  the  incapacity  or  death  of  any  of  our  co-founders,  a  successor  member  may  be 
admitted  to  the  Founder  LLC  as  a  Continuing  Founder  until  the  tenth  anniversary  of  the  completion  of  this 
offering. 

When  there  have  been  fewer  than  three  Continuing  Founders  (not  including  any  successor  member  who  is  a 
“Non-Qualifying  Member”  as  defined  in  the  Founder  LLC  Agreement)  for  90  consecutive  calendar  days,  the 
450-day Class F Transition Period will commence. Upon completion of the Class F Transition Period, all of our 
Class F common stock and Class E common stock then issued and outstanding will be redeemed by us for no 
consideration and certain other governance changes will take effect.

Regardless of the length of time that has elapsed since the completion of this offering or the circumstances that 
resulted  in  the  removal  of  a  Continuing  Founder,  one  or  more  successor  members  may  be  admitted  to  the 
Founder  LLC  during  the  Class  F  Transition  Period  as  needed  to  ensure  that  there  are  three  Continuing 
Founders  serving  until  completion  of  the  Class  F  Transition  Period.  The  admission  of  any  successor  member 
during the Class F Transition Period will not cure the event that commenced the Class F Transition Period or 
extend the Class F Transition Period.

A Continuing Founder will be removed from the Founder LLC upon the earliest to occur of (i) such Continuing 
Founder’s resignation as a member of the Founder LLC; (ii) such Continuing Founder’s death or incapacity; (iii) 
with respect to each of our seven original co-founders, such original co-founder’s ceasing to hold (together with 
such original co-founder’s related holders) on any record date for a vote of our stockholders a number of shares 
of Class A common stock (including shares subject to options, RSUs, and other convertible securities) equal to 
at least 2% of the shares of Class A common stock held by such original co-founder and their related holders as 
of  the  completion  of  this  offering;  (iv)  such  Continuing  Founder’s  removal  for  “cause”  (as  defined  in  the 
Founder  LLC  Agreement),  which  includes  specified  competitive  activities  described  in  the  Founder  LLC 
Agreement; (v) with respect to any successor member admitted to the Founder LLC prior to the commencement 
of the Class F Transition Period, other than a successor member who is a member during the Class F Transition 
Period, the tenth anniversary of the completion of this offering; or (vi) with respect to each of our seven original 
co-founders,  the  commencement  of  a  leave  of  absence  approved  by  a  Supermajority  of  the  other  Continuing 
Founders,  which  may  not  be  approved  during  the  Class  F  Transition  Period  or  if  the  grant  of  the  leave  of 
absence would itself cause the Class F Transition Period to commence.

Each Continuing Founder will be entitled to one vote when determining how our Class F common stock will be 
voted. If a majority of the Continuing Founders cannot agree on how our Class F common stock will be voted, 
then our Class F common stock will generally be voted proportionately with the votes of our Class A common 
stock cast on the matter (subject to a quorum of a majority of outstanding Class A common stock). With respect 
to  certain  matters,  our  Class  F  common  stock  will  be  voted  “for”  the  proposal  only  if  a  greater  threshold  of 
Continuing  Founders  agree,  and  if  the  greater  threshold  is  not  met,  our  Class  F  common  stock  will  be  voted 
“against” the proposal. See the section titled “—Class F Common Stock Voting Mechanics.” 

The Founder LLC Agreement will not govern the voting of any shares of our Class A common stock held by the 
co-founders or their related holders. Each co-founder (or their related holders) will be able to vote shares of our 
Class A common stock held by them in their discretion, regardless of the manner in which the Founder LLC will 
vote our Class F common stock.

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