A Dark Vector Cognition product

Item 9B. Other Information

2K characters. Original on sec.gov ·

Item 9B. Other Information

Rule 10b5-1 Trading Plans

During the three months ended December 31, 2023, certain executive officers and directors of the Company or a vehicle controlled by them (each, a “Plan Participant”) entered into Rule 10b5-1 trading plan (a “Rule 10b5-1 Trading Plan”) to sell shares of the Company’s Class A common stock, in each case, subject to any applicable volume limitations.

The table below provides certain information regarding each Plan Participant’s Rule 10b5-1 Trading Plan.

Name and TitlePlan DateMaximum Shares That May Be Sold Under the PlanPlan Expiration Date
Bennett Rosenthal, Director, Co-Founder and Chairman of Private Equity GroupDecember 14, 2023250,000December 1, 2024
David Kaplan, Director and Co-FounderDecember 14, 2023250,000December 1, 2024
Michael Arougheti, Director, Co-Founder, Chief Executive Officer & PresidentDecember 14, 2023999,585February 1, 2025
Antony Ressler, Executive Chairman & Co-FounderDecember 15, 20232,000,000March 1, 2025

A Rule 10b5-1 Trading Plan is a written document that pre-establishes the amounts, prices and dates (or formulas for determining the amounts, prices and dates) of future purchases or sales of the Company’s common stock, including, if applicable, shares issued upon exercise of stock options or vesting of restricted stock units.

Each Plan Participant’s Rule 10b5-1 Trading Plan was adopted during an authorized trading period and when such Plan Participant was not in possession of material non-public information and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

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