| | (a) | Amount beneficially owned: Mr. Berry directly holds 146,287 shares of Class A Common Stock, 663,140 Restricted Units, each of which represents the right to receive one share of Class A Common Stock subject to certain vesting conditions, and stock options to purchase 422,728 shares of Class A Common Stock, which are fully vested. Mr. Berry, together with Michael J Arougheti, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (each, a “Board Member” and collectively, the “Board Members”) manage Ares Partners Holdco LLC (“Ares Partners”). Mr. Ressler generally has veto authority over decisions of the Board Members. Ares Partners is the general partner of Ares Owners Holdings L.P. (“Ares Owners”). Ares Owners directly holds 20,454,774 shares of Class A Common Stock on behalf of its limited partners and an aggregate of 112,447,618 partnership units of the Ares Operating Group (“AOG Units”) on behalf of its limited partners. Each AOG Unit is exchangeable for one share of Class A Common Stock, subject to certain restrictions. Ares Owners holds 46,866 AOG Units on behalf of Mr. Berry, or on behalf of a vehicle controlled by Mr. Berry, as a limited partner of Ares Owners. Mr. Berry expressly disclaims beneficial ownership of any shares that may be acquired upon exchange of such AOG Units, for purposes of Section 13(d) of the Act and the rules thereunder. Based solely on information reported in Statements on Schedule 13G filed by Ares Owners and the other Board Members, the shares of Class A Common Stock held by Ares Owners, if aggregated with the shares beneficially owned by each of the individual Board Members, would equal 136,855,865 shares of Class A Common Stock in the aggregate, including shares that may be acquired upon the exchange of AOG Units held by Ares Owners and shares of Class A Common Stock that may be acquired by the individual Board Members upon the vesting of or exercise of Restricted Units or stock options held by such Board Member, representing 52.05% of the outstanding shares of Class A Common Stock (assuming the exchange of AOG Units held by Ares Owners and the vesting of or exercise of Restricted Units and stock options held by the Board Members). Mr. Berry expressly disclaims the existence of, or membership in, a “group” within the meaning of Section 13(d)(3) of the Act and Rule 13d-5(b) thereunder with Ares Owners, Ares Partners, and the other Board Members, as well as beneficial ownership with respect to any shares of Class A Common Stock beneficially owned by Ares Owners, Ares Partners, or the other Board Members, and neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by Mr. Berry that he is the beneficial owner of any of the shares of Class A Common Stock referred to herein for purposes of Section 13(d) of the Act other than those shares reported on the cover page of this Schedule 13G, and such beneficial ownership is expressly disclaimed by Mr. Berry. |
| | (b) | Percent of class: The information contained on the cover page to this Schedule 13G is incorporated herein by reference. The percentage amount is based on an aggregate of (i) 147,182,562 shares of Class A Common Stock outstanding as of December 31, 2020, and (ii) assumes the vesting of or exercise of Restricted Units or stock options held by Mr. Berry, for a total of 148,268,430 shares of Class A Common Stock. |
