| 1 | Names of Reporting Persons
ICONIQ Strategic Partners II, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
 (a)
 (b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
13,169,285.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
13,169,285.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
13,169,285.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
16.8 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 11,238,175 shares of Class A Common Stock and 1,931,110 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners II-B, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
10,308,897.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
10,308,897.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
10,308,897.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
13.2 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 8,797,227 shares of Class A Common Stock and 1,511,670 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II-B, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS) |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
DELAWARE
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
2,339,380.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
2,339,380.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,339,380.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
3.0 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 1,988,473 shares of Class A Common Stock and 350,907 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS). Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners II GP, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
25,817,562.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
25,817,562.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
25,817,562.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
32.2 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 22,023,875 shares of Class A Common Stock and 3,793,687 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners II GP, L.P. is the general partner of ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS), and may be deemed to beneficially own the shares of stock held directly by such funds. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners II TT GP, Ltd. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
25,817,562.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
25,817,562.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
25,817,562.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
32.2 % |
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
The reported share amount consists of 22,023,875 shares of Class A Common Stock and 3,793,687 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners II GP, L.P. is the general partner of ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS), and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners II TT GP, Ltd. is the general partner of ICONIQ Strategic Partners II GP, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners VI, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
8,723,318.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
8,723,318.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,723,318.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
10.3 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 595,778 shares of Class A Common Stock and 8,127,540 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners VI-B, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
12,854,199.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
12,854,199.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
12,854,199.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
14.5 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 877,906 shares of Class A Common Stock and 11,976,293 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI-B, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
DELAWARE
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
18,872,434.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
18,872,434.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
18,872,434.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
19.8 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount represents 18,872,434 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners VI GP, L.P. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
40,449,951.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
40,449,951.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
40,449,951.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
35.0 % |
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
The reported share amount consists of 1,473,684 shares of Class A Common Stock and 38,976,267 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners VI GP, L.P. is the general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
ICONIQ Strategic Partners VI TT GP, Ltd. |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
40,449,951.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
40,449,951.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
40,449,951.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
35.0 % |
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
The reported share amount consists of 1,473,684 shares of Class A Common Stock and 38,976,267 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners VI GP, L.P. is the general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners VI TT GP, Ltd. is the general partner of ICONIQ Strategic Partners VI GP, L.P. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
Divesh Makan |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
UNITED STATES
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
66,267,513.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
66,267,513.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
66,267,513.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
55.6 % |
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The reported share amount consists of 23,497,559 shares of Class A Common Stock and 42,769,954 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P., ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS), ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners II GP, L.P. is the general partner of ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners II TT GP, Ltd. is the general partner of ICONIQ Strategic Partners II GP, L.P. ICONIQ Strategic Partners VI GP, L.P. is the general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners VI TT GP, Ltd. is the general partner of ICONIQ Strategic Partners VI GP, L.P. Divesh Makan and William J.G. Griffith are the sole equity holders of ICONIQ Strategic Partners II TT GP, Ltd. and Divesh Makan, William J.G. Griffith and Matthew Jacobson are the sole equity holders of ICONIQ Strategic Partners VI TT GP, Ltd. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
William J.G. Griffith |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
UNITED STATES
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
66,267,513.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
66,267,513.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
66,267,513.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
55.6 % |
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The reported share amount consists of 23,497,559 shares of Class A Common Stock and 42,769,954 shares of Class B Common Stock held directly by ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P., ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS), ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners II GP, L.P. is the general partner of ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners II TT GP, Ltd. is the general partner of ICONIQ Strategic Partners II GP, L.P. ICONIQ Strategic Partners VI GP, L.P. is the general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners VI TT GP, Ltd. is the general partner of ICONIQ Strategic Partners VI GP, L.P. Divesh Makan and William J.G. Griffith are the sole equity holders of ICONIQ Strategic Partners II TT GP, Ltd. and Divesh Makan, William J.G. Griffith and Matthew Jacobson are the sole equity holders of ICONIQ Strategic Partners VI TT GP, Ltd. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.
| 1 | Names of Reporting Persons
Matthew Jacobson |
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
|
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization
UNITED STATES
|
| Number of Shares Beneficially Owned by Each Reporting Person With: | | 5 | Sole Voting Power
40,449,951.00 | | 6 | Shared Voting Power
0.00 | | 7 | Sole Dispositive Power
40,449,951.00 | | 8 | Shared Dispositive Power
0.00 |
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
40,449,951.00 |
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
|
| 11 | Percent of class represented by amount in row (9)
35.0 % |
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The reported share amount consists of 1,473,684 shares of Class A Common Stock and 38,976,267 shares of Class B Common Stock held directly by ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners VI GP, L.P. is the general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P. and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) and may be deemed to beneficially own the shares of stock held directly by such funds. ICONIQ Strategic Partners VI TT GP, Ltd. is the general partner of ICONIQ Strategic Partners VI GP, L.P. Divesh Makan, William J.G. Griffith and Matthew Jacobson are the sole equity holders of ICONIQ Strategic Partners VI TT GP, Ltd. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and will convert automatically on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to 20 votes.
The percent of class was based upon (i) 76,470,559 shares of Class A Common Stock outstanding, consisting of (a) 54,970,000 shares of Class A Common Stock outstanding (inclusive of over-allotment shares issued) as of the closing of the Issuer's initial public offering, as reported in the Issuer's Prospectus filed with the Securities and Exchange Commission on September 18, 2025 and (b) an aggregate of 21,500,559 shares of Class A Common Stock previously issued upon conversion of shares of Class B Common Stock beneficially owned by the Reporting Persons, plus (ii) the shares of the Class B Common Stock beneficially owned by the Reporting Person as of September 30, 2025, which are treated as converted into Class A Common Stock only for the purpose of computing the Reporting Person's beneficial ownership percentage pursuant to Rule 13d-3 of the Securities Exchange Act of 1934.