| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VCSA | Class A Common Stock | Conversion of derivative security | +1.34M | +411.5% | 1.67M | Mar 11, 2025 | See Footnotes | F1, F2, F3, F4, F5 | ||
| holding | VCSA | Class A Common Stock | 30.4K | Mar 11, 2025 | Direct | F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | VCSA | Vacasa Holdings Units | Conversion of derivative security | -1.34M | -80% | 336K | Mar 11, 2025 | Class A Common Stock | 1.34M | See Footnote | F1, F2, F7 |
| Id | Content |
|---|---|
| F1 | Represents redemption of 1,342,456 Vacasa Holdings Units and an equal number of paired shares of Class B common stock of the Issuer into 1,342,456 shares of Class A common stock of the Issuer. |
| F2 | The term "Vacasa Holdings Units" is used herein to represent limited liability company units of Vacasa Holdings LLC and an equal number of paired shares of Class B common stock of the Issuer, which, pursuant to the limited liability company agreement of Vacasa Holdings LLC, are together redeemable by the holder on a one-for-one basis for, at the option of the Issuer (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) an equivalent amount of cash. Upon redemption, the Issuer will cancel and retire for no consideration the redeemed shares of Class B Common Stock and Vacasa Holdings LLC will register the Issuer as the owner of the redeemed Units. Shares of Class B common stock of the Issuer have no economic rights and each share of Class B common stock entitles its holder to 1 vote per share. |
| F3 | Consists of (i) 306,005 shares of Class A Common Stock held by Level Equity Opportunities Fund 2015, L.P., (ii) 260,656 shares of Class A Common Stock held by Level Equity Opportunities Fund 2018, L.P., (iii) 227,656 shares of Class A Common Stock held by LEGP II AIV(B), L.P., (iv) 189,917 shares of Class A Common Stock held by LEGP I VCS, LLC, (v) 495,488 shares of Class A Common Stock held by LEGP II VCS, LLC, and (vi) 188,967 shares of Class A Common Stock held by Level Equity - VCS Investors, LLC ((i) to (vi) collectively, the "LE Stockholders"). |
| F4 | The general partner of each of Level Equity Opportunities Fund 2015, L.P. and LEGP II AIV(B), L.P. is Level Equity Partners II (GP), L.P. The general partner of Level Equity Partners II (GP), L.P. is Level Equity Associates II, LLC. The general partner of Level Equity Opportunities Fund 2018, L.P. is Level Equity Partners IV (GP), L.P. The general partner of Level Equity Partners IV (GP), L.P. is Level Equity Associates IV, LLC. The sole member of LEGP I VCS, LLC is Level Equity Growth Partners I, L.P. The general partner of Level Equity Growth Partners I, L.P. is Level Equity Partners (GP), LLC. The managing member of Level Equity Partners (GP), LLC is Level Equity Professionals, L.P. The general partner of Level Equity Professionals, L.P. is Level Equity Associates, LLC. The sole member of LEGP II VCS, LLC is LEGP II AIV(NB), L.P. The general partner of LEGP II AIV(NB), L.P. is Level Equity Partners II (GP), L.P. |
| F5 | (Continued from footnote 4), The general partner of Level Equity Partners II (GP), L.P. is Level Equity Associates II, LLC. The sole manager of Level Equity - VCS Investors, LLC is Level Equity Management, LLC. The sole managing member of each of Level Equity Associates, LLC, Level Equity Associates II, LLC, Level Equity Associates IV, LLC and Level Equity Management, LLC is Benjamin Levin. The Reporting Person disclaims Section 16 beneficial ownership of the securities held by the LE Stockholders, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such securities for Section 16 or any other purpose. |
| F6 | Represents (i) 10,246 shares of Class A Common Stock and (ii) 20,134 RSUs, each of which represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
| F7 | Consists of (i) 65,228 Vacasa Holdings Units and an equivalent number of shares of Class B Common Stock held by Level Equity Opportunities Fund 2015, L.P., 54,304 Vacasa Holdings Units and an equivalent number of shares of Class B Common Stock held by Level Equity Opportunities Fund 2018, L.P., 46,933 Vacasa Holdings Units and an equivalent number of shares of Class B Common Stock held by LEGP I VCS, LLC, 122,448 Vacasa Holdings Units and an equivalent number of shares of Class B Common Stock held by LEGP II VCS, LLC, and 46,665 Vacasa Holdings Units and an equivalent number of shares of Class B Common Stock held by Level Equity - VCS Investors, LLC. |
The number of shares and units reported on this Form 4 reflects the 1-for-20 reverse stock split effected by the Issuer on October 3, 2023.