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stock awards, or any other type of equity award or arrangement to our employees, officers, directors, advisors, 
or consultants pursuant to our employee benefit plans described herein or the issuance by us of our common 
stock  pursuant  to  our  employee  stock  purchase  plan  described  herein,  (d)  the  filing  by  us  of  one  or  more 
registration  statements  with  the  SEC  on  Form  S-8  or  any  successor  form  thereto  with  respect  to  securities 
granted  or  to  be  granted  pursuant  to  any  of  our  employee  benefit  plans  or  the  employee  stock  purchase  plan 
described  herein,  (e)  facilitating  the  establishment  or  amendment  of  a  trading  plan  on  behalf  of  our 
stockholders, employees, officers, or directors pursuant to Rule 10b5-1 under the Exchange Act for the transfer 
of  shares  of  our  common  stock;  provided  that  (i)  such  plan  does  not  provide  for  the  transfer  of  our  common 
stock  during  the  company  lock-up  period  (except  to  the  extent  otherwise  allowed  pursuant  to  the  terms  of  a 
lock-up  agreement)  and  (ii)  to  the  extent  a  public  announcement  or  filing  under  the  Exchange  Act,  if  any,  is 
required  of,  or  voluntarily  made  by,  us  regarding  the  establishment  or  amendment  of  such  plan,  such 
announcement  or  filing  shall  include  a  statement  to  the  effect  that  no  transfer  of  our  common  stock  may  be 
made  under  such  plan  during  any  lock-up  period  to  which  such  stockholder,  employee,  officer,  or  director  is 
bound,  (f)  facilitating  sales  of  our  common  stock  on  behalf  of  our  employees  to  satisfy  the  withholding  taxes 
payable upon the vesting, exercise, or settlement of such employee’s equity awards pursuant to our employee 
benefit plans described herein, (g) the exchange or conversion (or other means by which shares of one class or 
series become another class or series) of any class or series of our capital stock for any other class or series of 
our capital stock, (h) the issuance by us of convertible notes or shares of common stock upon the conversion of 
convertible notes or Class N common stock issued or issuable under the note purchase agreements described 
herein, (i) the issuance by us of shares of common stock in connection with charitable donations or pursuant to 
our donation matching program as described herein, (j) the submission of a confidential registration statement 
in connection with the exercise of any registration rights described herein and any preparations related thereto, 
provided  that  such  submission  or  preparations  do  not  require  or  result  in  the  public  filing  of  a  registration 
statement  with  the  SEC  or  any  other  public  announcement  of  such  proposed  registration  by  us  or  any  third 
party  during  the  company  lock-up  period  (and  no  such  filing,  public  announcement,  or  activity  shall  be 
voluntarily made or taken by us or any third party during the company lock-up period), and provided further 
that we must notify the underwriters in this offering prior to making any such submission, (k) the issuance of 
shares of Class F common stock and Class E common stock as described herein, (l) the issuance by us of shares 
of common stock in any private placement concurrent with this offering as described herein, and (m) the sale, 
exchange,  or  issuance  of,  or  entry  into  an  agreement  to  sell,  exchange,  or  issue,  our  common  stock  or  any 
securities convertible into or exercisable or exchangeable for our common stock (including, without limitation, 
options,  restricted  stock,  restricted  stock  units,  or  warrants)  in  connection  with  any  acquisition  of  the  equity 
interests or assets of any person, the acquisition by us or our subsidiaries by any means of any license, right to 
use, business, properties, assets, products, technologies, or person, in one or a series of transactions (whether 
by means of merger, stock or equity purchase, asset purchase, or otherwise), including pursuant to an employee 
benefit  plan  assumed  by  us  in  connection  with  such  transaction,  or  in  connection  with  joint  ventures, 
commercial  relationships  or  other  strategic  or  collaborative  corporate  transactions  or  alliances,  or  any 
announcement or filing of a registration statement related thereto.

In addition to the market standoff agreements, our founders, directors, and officers, certain of our current and 
former  employees  and  consultants,  and  certain  of  our  other  stockholders  (including  certain  stockholders 
holding more than 0.5% of our fully diluted shares prior to this offering) have executed lock-up agreements that 
subject  them  to  restrictions  on  Transfer  (as  defined  below)  in  connection  with  this  offering.  The  holders  that 
executed lock-up agreements held approximately           % of our fully diluted shares immediately prior to this 
offering. For purposes of this description of the lock-up agreements, references to our “common stock” refer to 
our  Class  A  common  stock  and  Class  N  common  stock.  Pursuant  to  these  lock-up  agreements,  such  lock-up 
parties may not (and may not cause or direct any of their affiliates to), without the prior written consent of the 
representatives, on behalf of the underwriters: (a) offer, sell, contract to sell, pledge, grant any option, right, or 
warrant to purchase, purchase any option or contract to sell, lend, or otherwise transfer or dispose of any shares 
of our common stock, any options or warrants to purchase any shares of our common stock, or any securities 
convertible  into,  exchangeable  for,  or  that  represent  the  right  to  receive  shares  of  our  common  stock  (such 
shares  of  our  common  stock,  options,  rights,  warrants,  or  other  securities,  and  any  shares  of  common  stock 
issuable upon exercise, conversion, or exchange of any of the foregoing, collectively, the “lock-up securities”), 
including  without  limitation  any  such  lock-up  securities  now  owned  or  hereafter  acquired  by  such  lock-up 
party, (b) engage in any hedging or other transaction or arrangement (including, without limitation, any short 
sale, or the purchase or sale of, or entry into, any put or call option, or any combination thereof, forward, swap, 
or any other derivative transaction or instrument, however described or defined) which is designed to or which 

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