Amended Statement of Ownership (sc 13g/a)
February 14 2022 - 4:24PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of 1934
Chesapeake Energy Corporation
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
165167735
(CUSIP Number)
December 31, 20211
(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which
the Schedule is filed:
¨
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Rule 13d-1(b)
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x
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Rule 13d-1(c)
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¨
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
1 On January 13, 2022, D. E. Shaw & Co., L.L.C., D.
E. Shaw & Co., L.P., and David E. Shaw ceased to be beneficial owners of more than 5% of the class of securities. The beneficial
ownership information provided in this document is current as of January 13, 2022.
CUSIP No. 165167735
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1.
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Names of Reporting Persons
D. E. Shaw & Co., L.L.C.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
5,855,6022
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
5,855,6022
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,855,6022
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
4.96%3
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12.
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Type of Reporting Person (See Instructions)
OO
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2 Includes warrants exercisable into 1,017,201 shares of
Common Stock.
3 This percentage figure is based upon 118,123,046 shares
of Common Stock outstanding, consisting of: (i) 117,105,805 shares of Common Stock outstanding as of November 1, 2021, as reported in
the Issuer’s Form 10-Q filed with the SEC on November 2, 2021, and (ii) 1,017,201 shares of Common Stock issuable upon exercise
of warrants.
CUSIP No. 165167735
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1.
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Names of Reporting Persons
D. E. Shaw & Co., L.P.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
5,867,5572
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
5,867,9392
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,867,9392
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
4.97%3
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12.
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Type of Reporting Person (See Instructions)
IA, PN
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2 Includes warrants exercisable into 1,017,201 shares of
Common Stock.
3 This percentage figure is based upon 118,123,046 shares
of Common Stock outstanding, consisting of: (i) 117,105,805 shares of Common Stock outstanding as of November 1, 2021, as reported in
the Issuer’s Form 10-Q filed with the SEC on November 2, 2021, and (ii) 1,017,201 shares of Common Stock issuable upon exercise
of warrants.
CUSIP No. 165167735
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1.
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Names of Reporting Persons
David E. Shaw
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
5,867,5572
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
5,867,9392
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,867,9392
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
4.97%3
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12.
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Type of Reporting Person (See Instructions)
IN
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2 Includes warrants exercisable into 1,017,201 shares of
Common Stock.
3 This percentage figure is based upon 118,123,046 shares
of Common Stock outstanding, consisting of: (i) 117,105,805 shares of Common Stock outstanding as of November 1, 2021, as reported in
the Issuer’s Form 10-Q filed with the SEC on November 2, 2021, and (ii) 1,017,201 shares of Common Stock issuable upon exercise
of warrants.
Item 1.
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(a)
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Name of Issuer
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Chesapeake Energy Corporation
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(b)
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Address of Issuer's Principal Executive Offices
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6100 North Western Avenue
Oklahoma City, OK 73118
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Item 2.
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(a)
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Name of Person Filing
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D. E. Shaw & Co., L.L.C.
D. E. Shaw & Co., L.P.
David E. Shaw
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(b)
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Address of Principal Business Office or, if none, Residence
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The business address for each reporting person is:
1166 Avenue of the Americas, 9th Floor
New York, NY 10036
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(c)
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Citizenship
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D. E. Shaw & Co., L.L.C. is a limited
liability company organized under the laws of the state of Delaware.
D. E. Shaw & Co., L.P. is a limited partnership organized under the laws of the state of Delaware.
David E. Shaw is a citizen of the United States of America.
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(d)
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Title of Class of Securities
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Common Stock, $0.01 par value per share
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(e)
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CUSIP Number
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165167735
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Item 3.
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If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
or (c), check whether the person filing is a:
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Not Applicable
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Item 4.
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Ownership
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As of January 13, 2022:
(a)
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Amount beneficially owned:
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D. E. Shaw & Co., L.L.C.:
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5,855,602 shares
This is composed of (i) 3,082,641 shares in the name of D. E. Shaw Composite Fund, L.L.C., (ii) 541,126 shares that D. E. Shaw Composite
Fund, L.L.C. has the right to acquire upon exercise of warrants, (iii) 1,742,051 shares in the name of D. E. Shaw Galvanic Lending (C),
L.L.C., (iv) 476,075 shares that D. E. Shaw Galvanic Lending (C), L.L.C. has the right to acquire upon exercise of warrants, (v) 8,936
shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (vi) 4,767 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., and
(vii) 6 shares in the name of D. E. Shaw Asymptote Portfolios, L.L.C.
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D. E. Shaw & Co., L.P.:
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5,867,939 shares
This is composed of (i) 3,082,641 shares in the name of D. E. Shaw Composite Fund, L.L.C., (ii) 541,126 shares that D. E. Shaw Composite
Fund, L.L.C. has the right to acquire upon exercise of warrants, (iii) 1,742,051 shares in the name of D. E. Shaw Galvanic Lending (C),
L.L.C., (iv) 476,075 shares that D. E. Shaw Galvanic Lending (C), L.L.C. has the right to acquire upon exercise of warrants, (v) 8,936
shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (vi) 4,767 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (vii) 6 shares in the name
of D. E. Shaw Asymptote Portfolios, L.L.C., and (viii) 12,337 shares under the management of D. E. Shaw Investment Management, L.L.C.
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David E. Shaw:
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5,867,939 shares
This is composed of (i) 3,082,641 shares in the name of D. E. Shaw Composite Fund, L.L.C., (ii) 541,126 shares that D. E. Shaw Composite
Fund, L.L.C. has the right to acquire upon exercise of warrants, (iii) 1,742,051 shares in the name of D. E. Shaw Galvanic Lending (C),
L.L.C., (iv) 476,075 shares that D. E. Shaw Galvanic Lending (C), L.L.C. has the right to acquire upon exercise of warrants, (v) 8,936
shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (vi) 4,767 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (vii)
6 shares in the name of D. E. Shaw Asymptote Portfolios, L.L.C., and (viii) 12,337 shares under the management of D. E. Shaw Investment
Management, L.L.C.
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D. E. Shaw & Co., L.L.C.:
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4.96%
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D. E. Shaw & Co., L.P.:
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4.97%
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David E. Shaw:
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4.97%
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(c)
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Number of shares to which the person has:
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(i)
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Sole power to vote or to direct the vote:
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D. E. Shaw & Co., L.L.C.:
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-0- shares
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D. E. Shaw & Co., L.P.:
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-0- shares
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David E. Shaw:
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-0- shares
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(ii)
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Shared power to vote or to direct the vote:
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D. E. Shaw & Co., L.L.C.:
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5,855,602 shares
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D. E. Shaw & Co., L.P.:
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5,867,557 shares
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David E. Shaw:
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5,867,557 shares
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(iii)
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Sole power to dispose or to direct the disposition
of:
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D. E. Shaw & Co., L.L.C.:
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-0- shares
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D. E. Shaw & Co., L.P.:
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-0- shares
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David E. Shaw:
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-0- shares
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(iv)
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Shared power to dispose or to direct the disposition
of:
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D. E. Shaw & Co., L.L.C.:
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5,855,602 shares
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D. E. Shaw & Co., L.P.:
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5,867,939 shares
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David E. Shaw:
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5,867,939 shares
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David E. Shaw does not own any shares directly. By virtue of David E. Shaw’s position as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn is the (a) investment adviser of D. E. Shaw Composite Fund, L.L.C., D. E. Shaw Valence Portfolios, L.L.C., and D. E. Shaw Oculus Portfolios, L.L.C. and (b) managing member of
D. E. Shaw Investment Management, L.L.C., D. E. Shaw Adviser, L.L.C., which in turn is the investment adviser of D. E. Shaw Asymptote
Portfolios, L.L.C., and D. E. Shaw Adviser II, L.L.C., which in turn is the investment adviser of D. E. Shaw Galvanic Lending (C), L.L.C.,
and by virtue of David E. Shaw’s position as President and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing
member of D. E. Shaw & Co., L.L.C., which in turn is the (i) manager of D. E. Shaw Composite Fund, L.L.C., D. E. Shaw Valence Portfolios,
L.L.C., and D. E. Shaw Oculus Portfolios, L.L.C. and (ii) managing member of D. E. Shaw Manager, L.L.C., which in turn is the manager
of D. E. Shaw Asymptote Portfolios, L.L.C., and D. E. Shaw Manager II, L.L.C., which in turn is the manager of D. E. Shaw Galvanic Portfolios,
L.L.C., which in turn is the managing member of D. E. Shaw Galvanic Lending (C), L.L.C., David E. Shaw may be deemed to have the shared
power to vote or direct the vote of 5,867,557 shares, and the shared power to dispose or direct the disposition of 5,867,939 shares, the
5,867,939 shares as described above constituting 4.97% of the outstanding shares and, therefore, David E. Shaw may be deemed to be the
beneficial owner of such shares. David E. Shaw disclaims beneficial ownership of such 5,867,939 shares.
Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than 5 percent of the class of securities, check the following x.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Not Applicable
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Item 8.
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Identification and Classification of Members of the Group
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Not Applicable
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Item 9.
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Notice of Dissolution of Group
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Not Applicable
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Item 10.
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Certification
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By signing below, each of D. E. Shaw & Co., L.L.C., D. E. Shaw & Co., L.P., and David E. Shaw certify that, to the best of such
reporting person’s knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief,
the undersigned certify that the information set forth in this statement is true, complete and correct. Powers of Attorney, dated March 1,
2017, granted by David E. Shaw in favor of Nathan Thomas, are attached hereto.
Dated: February 14, 2022
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D. E. Shaw & Co., L.L.C.
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By:
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/s/ Nathan Thomas
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Nathan Thomas
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Authorized Signatory
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D. E. Shaw & Co., L.P.
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By:
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/s/ Nathan Thomas
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Nathan Thomas
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Chief Compliance Officer
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David E. Shaw
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By:
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/s/ Nathan Thomas
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Nathan Thomas
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Attorney-in-Fact for David E. Shaw
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