(1)
As of December 18, 2024, the maximum number of shares of common stock to which this transaction applies is estimated to be 178,750,707, which consists of (i) 175,695,470 shares of Class A common stock, par value $0.01 per share (“Class A Common Stock”), of Summit Materials, Inc. (referred to as the “Company”), (ii) 1,153,025 shares of Class A Common Stock subject to outstanding service-vested restricted stock units outstanding as of December 18, 2024, (iii) 1,046,970 shares of Class A Common Stock subject to restricted stock units with vesting conditions based in whole or in part on performance goals (assuming maximum performance) outstanding as of December 18, 2024, (iv) 172,723 shares of Class A Common Stock subject to outstanding Company options, (v) 31,519 shares of Class A Common Stock subject to outstanding Company warrants, (vi) 611,000 shares of Class A Common Stock in respect of Company equity awards that may be granted prior to the merger and (vii) 40,000 shares of Class A Common Stock that may be issued under the Company’s 2021 Employee Stock Purchase Plan (as amended) (the “ESPP”) prior to the merger.