Common use of Broker-Dealer Status Clause in Contracts

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨? (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ (b) If “yes” to Section 4(a), did you receive your Registrable Securities as compensation for investment banking services to the Company? Yes ☐ No ☐ Note: If yesno, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (bc) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ Note: If yes, provide a narrative explanation below: (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.¨

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ [ ] Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ [ ] Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨¨ Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ [ ] Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ [ ] Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.o

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ |_| No ¨ |_| Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ |_| No ¨|_| (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ |_| No ¨ |_| Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ __ No ¨ __ Note: If yes, the Commission’s SEC staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ __ No ¨__ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ __ No ¨ __ Note: If no, the Commission’s SEC staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ □ No ¨ □ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ □ No ¨□ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ □ No ¨ □ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨? (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [_] No ¨ [_] Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [_] No ¨[_] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [_] No ¨ [_] Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ (c) If you are an affiliate of a broker-dealer, do you certify that you bought or acquired the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.¨ (b) Did you acquire the securities to be registered for investment purposes Yes ¨ No ¨ (c) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities securities to be registered in the ordinary course of business, and at the time of the purchase of the Registrable Securities securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securitiessecurities? Yes ¨ No ¨ Note: If (if no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.) Yes ¨ No ¨

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨  No ¨  Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨  No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨  No ¨  Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If noyes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨  No ¨  Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨  No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨  No ¨  Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities Common Stock in the ordinary course of business, and at the time of the purchase of the Registrable Securities Common Stock to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable SecuritiesCommon Stock? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities or Permissible Piggyback Shares to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable SecuritiesSecurities or Permissible Piggyback Shares? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ x No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ x No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ x No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Registerable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Registerable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Registerable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ___ No ¨ ___ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ___ No ¨___ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ___ No ¨ ___ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: :If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨? (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: :If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes Yes: ¨ No No: ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes Yes: ¨ No No: ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes Yes: ¨ No No: ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ / / No ¨ / / Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ / / No ¨/ / (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ / / No ¨ / / Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (d) State whether the undersigned Selling Securityholder received Registrable Securities as compensation for underwriting activities and please explain. Yes ¨ No ¨

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ [ ] Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ [ ] Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a registered broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a registered broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [] No ¨ [] Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [] No ¨[] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [] No ¨ [] Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes No ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Resale Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes No ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes No ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Resale Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨? (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ [ ] Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.[ ]

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ NoteNote : If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ NoteNote : If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ • No ¨ • Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ • No ¨• (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ • No ¨ • Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Securities and Exchange Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities Shares in the ordinary course of business, and at the time of the purchase of the Registrable Securities Shares to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable SecuritiesShares? Yes ¨ No ¨ Note: If no, the Securities and Exchange Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ __ No ¨ __ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ __ No ¨__ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ __ No ¨ __ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o 16 Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.No (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should may need to be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Did you acquire the Registrable Securities for investment purposes? (c) Are you an affiliate of a broker-dealer? Yes ¨ No ¨? (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate or associated person of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate or ▇▇▇▇▇▇▇▇▇▇ person of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨¨ Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ [ ] Note: If yes, the Commission’s Comissions's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ [ ] Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: :If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: :If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨  No ¨  Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨  No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨  No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Did you acquire the Registrable Securities for investment purposes? Yes ¨ No ¨ (c) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ ☐ No ¨ ☐ (b) If “yes” to Section 4(a), did you receive your Registrable Securities as compensation for investment banking services to the Company? Yes ☐ No ☐ Note: If yesno, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. . Annex B-2 (bc) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨ ☐ Note: If yes, provide a narrative explanation below: (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? ________ Yes ¨ __________ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? ________ Yes ¨ No ¨__________ No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? ________ Yes ¨ __________ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [ ] No ¨ Note[ ] NOTE: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ Note[ ] NOTE: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (d) State whether the undersigned Selling Securityholder received Registrable Securities as compensation for underwriting activities and please explain. Yes [ ] No [ ]

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. ​ (a) Are you a broker-dealer? ​ Yes ¨ ☐No ¨ ☐ ​ Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? ​ Yes ¨ ☐No ¨☐ ​ Note: If yes, provide a narrative explanation below: ​ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? ​ Yes ¨ ☐No ¨ ☐ ​ Note: If no, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement.. ​

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨  No ¨  Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨  No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨  No ¨  Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ No¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.¨ (b) If “yes” to Section 3(a), did you receive your Registrable Securities as compensation for investment banking services to the Company? Yes ¨ No ¨ (c) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (cd) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? ☐ Yes ¨ ☐ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? ☐ Yes ¨ ☐ No ¨Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? ☐ Yes ¨ ☐ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should may need to be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ £ No ¨ £ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ £ No ¨£ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ £ No ¨ £ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (d) State whether the undersigned Selling Securityholder received Registrable Securities as compensation for underwriting activities and please explain. Yes o No o

Broker-Dealer Status. (a) Are you a broker-dealer*? Yes ¨ [ ] No ¨ [ ] Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer*? Yes ¨ [ ] No ¨[ ] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [ ] No ¨ [ ] Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? ☐ Yes ¨ ☐ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? ☐ Yes ¨ ☐ No ¨Note: If yes, provide a narrative explanation below: (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities Shares in the ordinary course of business, and at the time of the purchase of the Registrable Securities Shares to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable SecuritiesShares? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought obtained the Registrable Securities in the ordinary course of business, and at the time of you obtained the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ r No ¨ r Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ r No ¨r (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ r No ¨ r Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ þ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨þ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.þ

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.. Yes No (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨No (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨  No ¨  Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨  No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨  No ¨  Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ __ No ¨ __ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ __ No ¨__ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ __ No ¨ __ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Yes__ No__ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨Yes__ No__ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.Yes__ No__

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.o

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ མ No ¨ མ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ མ No ¨མ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ མ No ¨ མ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should may be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities as an investment in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? dealer Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ o No ¨o (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.o Noo

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (d) State whether the undersigned Selling Securityholder received Registrable Securities as compensation for underwriting activities and p lease explain. Yes ¨ No ¨

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ ☐ No ¨☐ (c) If you are an affiliate of a broker-dealer, do you certify that you bought or acquired the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ ☐ No ¨ ☐ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ [] No ¨ [] Note: If yes, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ [] No ¨[] (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ [] No ¨ [] Note: If no, the Commission’s 's staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ o No ¨ o Note: If yes, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ o No ¨ o Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.

Broker-Dealer Status. (a) Are you a broker-dealer? Yes ¨ No ¨ Note: If yes, the CommissionSEC’s staff has indicated that you should be identified as an underwriter in the Registration Statement. (b) Are you an affiliate of a broker-dealer? Yes ¨ No ¨ (c) If you are an affiliate of a broker-dealer, do you certify that you bought the Registrable Securities in the ordinary course of business, and at the time of the purchase of the Registrable Securities to be resold, you had no agreements or understandings, directly or indirectly, with any person to distribute the Registrable Securities? Yes ¨ No ¨ Note: If no, the Commission’s staff has indicated that you should be identified as an underwriter in the Registration Statement.¨