Item 5. OTHER INFORMATION

(c) On May 16, 2023, Steven Quirk, our Chief Brokerage Officer, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell (i) up to 61,686 shares of our Class A common stock, (ii) up to 139,929 shares of our Class A common stock (less certain shares previously sold under predecessor Rule 10b5-1 trading arrangements), and (iii) designated percentages of the net settlement of 689,556 unvested RSUs, in each case on or prior to September 27, 2024. RSUs convert into Class A common stock on a one-for-one basis upon vesting and settlement.

In addition, certain of our officers may, from time to time, make elections to participate in our ESPP and to have shares withheld to cover withholding taxes or pay the exercise price of options, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute “non-Rule 10b5-1 trading arrangements” (as defined in Item 408(c) of Regulation S-K).