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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 disclosures provided in a prior cover page.
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CUSIP No. 69888T207
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13D
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Page 2 of 7
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1
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NAMES OF REPORTING PERSONS
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Chai Trust Company, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☒ (b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Illinois
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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7,517,816
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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7,517,816
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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7,517,816
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐ |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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12.5% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1) |
Calculated based on 60,120,255 shares of Common Stock outstanding as of April 29, 2022 as disclosed in the Issuer’s quarterly report on Form 10-Q filed May 6, 2022.
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CUSIP No. 69888T207
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13D
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Page 3 of 7
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1
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NAMES OF REPORTING PERSONS
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ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☒ (b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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4,846,681
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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4,846,681
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,846,681
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐ |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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8.1% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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(1) |
Calculated based on 60,120,255 shares of Common Stock outstanding as of April 29, 2022 as disclosed in the Issuer’s quarterly report on Form 10-Q filed May 6, 2022.
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CUSIP No. 69888T207
|
13D
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Page 4 of 7
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1
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NAMES OF REPORTING PERSONS
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EGI INVESTORS, L.L.C.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☒ (b) ☐
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) ☐
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||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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||||
8
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SHARED VOTING POWER
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2,671,135
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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2,671,135
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,671,135
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||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐ |
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|||
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||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.4% (1)
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|||
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|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
OO
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|||
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(1) |
Calculated based on 60,120,255 shares of Common Stock outstanding as of April 29, 2022 as disclosed in the Issuer’s quarterly report on Form 10-Q filed May 6, 2022.
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CUSIP No. 69888T207
|
13D
|
Page 5 of 7
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ITEM 4. |
Purpose of Transaction.
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ITEM 5. |
Interest in Securities of the Issuer.
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CUSIP No. 69888T207
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13D
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Page 6 of 7
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ITEM 7. |
Materials to be Filed as Exhibits
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Exhibit 8: |
Schedule of Transactions, in response to Item 5(c)
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CUSIP No. 69888T207
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13D
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Page 7 of 7
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ZELL CREDIT OPPORTUNITIES MASTER FUND, L.P.
|
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By: Chai Trust Company, LLC, its general partner
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CHAI TRUST COMPANY, LLC
|
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Each by:
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/s/ Joseph Miron
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Name:
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Joseph Miron
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Title:
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Chief Legal Officer
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EGI INVESTORS, L.L.C.
|
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By:
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/s/ Joseph Miron
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Name:
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Joseph Miron
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Title:
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Vice President
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Name of Account
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Date of
Transaction
|
Nature of
Transaction
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Quantity of
Shares
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Weighted-Average
Price Per Share
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Master Fund
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5/13/2022
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Sale
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65,663
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$15.1439 (1)
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Master Fund
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5/16/2022
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Sale
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116,072
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$15.4913 (2)
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Master Fund
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5/17/2022
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Sale
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135,787
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$15.5826 (3)
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Master Fund
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5/18/2022
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Sale
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134,742
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$15.5733 (4)
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Master Fund
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5/23/2022
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Sale
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90,343
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$15.6232 (5)
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Master Fund
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5/23/2022
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Sale
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200
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$16.35
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Master Fund
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5/24/2022
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Sale
|
83,168
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$15.3372 (6)
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Master Fund
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5/25/2022
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Sale
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77,225
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$15.8329 (7)
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2. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.19 to $15.81, inclusive.
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3. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.37 to $15.78, inclusive.
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4. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.33 to $15.76, inclusive.
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5. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.29 to $16.18, inclusive.
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6. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.12 to $15.59, inclusive.
|
7. |
This price is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $15.57 to $15.99, inclusive.
|