by direct or indirect subsidiaries of FMR LLC. Abigail P. Johnson is a Director, the Chairman, the Chief Executive Officer and the President of FMR LLC. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders’ voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders’ voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. The selling securityholder is an affiliate of registered broker-dealers.
(4)
Shares held by the G. Richard Wagoner Jr. Revocable Trust.
(5)
HBK Investments L.P. has shared voting and dispositive power over the shares held by HBK Master Fund L.P. pursuant to an Investment Management Agreement between HBK Investments L.P. and HBK Master Fund L.P. HBK Investments L.P. has delegated discretion to vote and dispose of these shares to HBK Services LLC. The following individuals may be deemed to have control over HBK Investments L.P. and HBK Services LLC: Jamiel A. Akhtar, David C. Haley, Jon L. Mosle III and Matthew Luth. The address of each of these entities and individuals is c/o HBK Services LLC, 2300 North Field Street, Suite 2200, Dallas, Texas 75201.
(6)
Jane Street Global Trading, LLC is a wholly owned subsidiary of Jane Street Group, LLC. Jane Street Global Trading, LLC is under common control with the following registered broker-dealers: Jane Street Capital, LLC; Jane Street Options, LLC; and Jane Street Execution Services, LLC. The selling securityholder has certified that it bought the registrable securities in the ordinary course of business, and at the time of the purchase, had no agreements or understandings, directly or indirectly, with any person to distribute the registrable securities. The address of these entities, Mr. Jenkins and Mr. Granieri is 250 Vesey Street, New York, NY 10281.
(7)
Consists of (i) 4,299,911 shares of common stock held by Automotive Finance Corporation (“AFC”), a subsidiary of KAR Auction Services, Inc. (NYSE:KAR), (ii) 2,854,442 shares held by KAR and (iii) 733,922 Earnout Shares. The address of AFC and KAR’s principal executive offices is 11299 N. Illinois Street, Carmel, Indiana 46032.
(8)
Jonathan Green may be deemed to have investment discretion and voting power over the securities held by the selling securityholder on behalf of Luxor Capital Group, LP, the investment manager of the selling securityholder and Lugard Road Capital GP, LLC, the general partner of the selling securityholder.
(9)
Christian Leone may be deemed to have investment discretion and voting power over the securities held by the selling securityholder on behalf of Luxor Capital Group, LP, the investment manager of the selling securityholder and LCG Holdings, LLC, the general partner of the selling securityholder.
(10)
Franklin McLarty is the managing member of McLarty Alternative Investments LLC. The address of McLarty Alternative Investments LLC is 1 Allied Drive, Suite 1705, Little Rock, AR 72202.
(11)
Consists of (i) 8,302,045 shares of common stock held by Mr. Bor, (b) 952,593 shares of common stock held in trust by Katherine G. Bor, Trustee of the Michael W. Bor 2020 Irrevocable Family Trust dated October 16, 2020, (c) 952,593 shares of common stock held in trust by Michael W. Bor, Trustee of the Michael W. Bor 2020 Qualified Grantor Retained Annuity Trust dated October 16, 2020, (iv) 1,377,935 shares of common stock underlying vested stock options, (v) 138,800 shares of common stock underlying Earnout Acquiror RSUs and 1,107,469 Earnout Shares.
(12)
Voting and investment power over the shares held by the selling securityholder resides with UBS O’Connor LLC, the investment manager of each entity. Kevin Russell may also be deemed to have voting and investment control over the shares held by the selling securityholder. The address for each entity is c/o UBS O’Connor LLC, One North Wacker Drive, 31st Floor, Chicago, IL 60606.
(13)
Scopus Asset Management, L.P. is the investment advisor for: Scopus Partners, L.P.; Scopus Partners II, L.P.; Scopus Vista Partners, L.P.; Scopus Fund Ltd.; and Scopus Vista Fund Ltd. Scopus Advisors, LLC is the general partner of Scopus Partners, L.P., Scopus Partners II, L.P. and Scopus Vista Partners, L.P. Scopus Capital, Inc. is the general partner of Scopus Asset Management, L.P. Alexander Mitchell