Williams Mel, SR, reported a transaction classified as C at P10, Inc. involving 4294857.000000 shares. Reported holdings after the transaction were 4294857.000000 shares. A 10b5-1 reference was not detected in the stored filing text.
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Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below)
becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock.
Continued from footnote 2: A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of
incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock
(determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to
maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth
anniversary of the effective date of the Charter. On February 5, 2025, The Mel Williams Irrevocable Trust u/a/d August 12, 2015 (The "Mel Trust") converted 4,294,857
shares of Class B Common Stock into an equivalent number of shares of Class A Common Stock.
Represents securities of the Issuer owned directly by the Mel Trust. Alliance Trust Company, as trustee of the Mel Trust, may be deemed to beneficially own the
securities of the Issuer owned directly by the Mel Trust. The Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein, except to the
extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting Person is a beneficial owner of the securities
of the Issuer reported herein.
Represents securities of the Issuer owned directly by MAW Management Co. ("MAW Management"). The Reporting Person, as the manager of MAW Management, may
be deemed to beneficially own the securities of the Issuer owned directly by MAW Management. The Reporting Person disclaims beneficial ownership of the securities of
the Issuer reported herein, except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that the Reporting
Person is a beneficial owner of the securities of the Issuer reported herein.
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