Filing Details

Accession Number:
0000950142-23-000364
Form Type:
13G Filing
Publication Date:
2023-02-12 19:00:00
Filed By:
General Atlantic, L.p.
Company:
Oak Street Health Inc. (NYSE:OSH)
Filing Date:
2023-02-13
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
General Atlantic 0 61,384,475 0 61,384,475 61,384,475 25.3%
General Atlantic GenPar 0 61,384,475 0 61,384,475 61,384,475 25.3%
General Atlantic (OSH) Interholdco 0 61,384,475 0 61,384,475 61,384,475 25.3%
General Atlantic Partners 93 0 61,384,475 0 61,384,475 61,384,475 25.3%
General Atlantic Partners 100 0 61,384,475 0 61,384,475 61,384,475 25.3%
General Atlantic (SPV) GP 0 61,384,475 0 61,384,475 61,384,475 25.3%
GAP Coinvestments III 0 61,384,475 0 61,384,475 61,384,475 25.3%
GAP Coinvestments IV 0 61,384,475 0 61,384,475 61,384,475 25.3%
GAP Coinvestments V 0 61,384,475 0 61,384,475 61,384,475 25.3%
GAP Coinvestments CDA 0 61,384,475 0 61,384,475 61,384,475 25.3%
Filing

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

Oak Street Health, Inc.
(Name of Issuer)
 
Common Stock, par value US$0.001 per share
(Title of Class of Securities)
 
67181A107
(CUSIP Number)
 
December 31, 2022
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

  Rule 13d-1(b)
  Rule 13d-1(c)
  Rule 13d-1(d)

 

*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.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 2 of 20

 

 

1

NAME OF REPORTING PERSON

 

General Atlantic, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 3 of 20

 

 

1

NAME OF REPORTING PERSON

 

 General Atlantic GenPar, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 4 of 20

 

 

1

NAME OF REPORTING PERSON

 

General Atlantic (OSH) Interholdco, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 5 of 20

 

 

1

NAME OF REPORTING PERSON

 

General Atlantic Partners 93, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 6 of 20

 

 

1

NAME OF REPORTING PERSON

 

General Atlantic Partners 100, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

   

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 7 of 20

 

 

1

NAME OF REPORTING PERSON

 

General Atlantic (SPV) GP, LLC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

OO

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 8 of 20

 

 

1

NAME OF REPORTING PERSON

 

GAP Coinvestments III, LLC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

OO

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 9 of 20

 

 

1

NAME OF REPORTING PERSON

 

GAP Coinvestments IV, LLC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

OO

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 10 of 20

 

 

1

NAME OF REPORTING PERSON

 

GAP Coinvestments V, LLC

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

OO

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 11 of 20

 

 

1

NAME OF REPORTING PERSON

 

GAP Coinvestments CDA, L.P.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a) 

(b) 

3

SEC USE ONLY

 

 

 
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY OWNED

BY EACH REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

61,384,475

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

61,384,475

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,384,475

 
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

25.3%

 
12

TYPE OF REPORTING PERSON

 

PN

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 12 of 20

 

 

Item 1. (a) NAME OF ISSUER
     
  Oak Street Health, Inc. (the “Company”).
     
  (b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
     
  30 W. Monroe Street, Suite 1200, Chicago, Illinois 60603
     
Item 2. (a) NAMES OF PERSONS FILING

 

  This Statement is being filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
     
  (i) General Atlantic, L.P. (“GA LP”);
     
  (ii) General Atlantic (OSH) Interholdco, L.P. (“GA OSH”);
     
  (iii) General Atlantic Partners 93, L.P. (“GAP 93”);
     
  (iv) General Atlantic Partners 100, L.P. (“GAP 100”);
     
  (v) General Atlantic GenPar, L.P. (“GenPar”);
     
  (vi) General Atlantic (SPV) GP, LLC (“GA SPV”);
     
  (vii) GAP Coinvestments III, LLC (“GAPCO III”);
     
  (viii) GAP Coinvestments IV, LLC (“GAPCO IV”);
     
  (ix) GAP Coinvestments V, LLC (“GAPCO V”); and
     
  (x) GAP Coinvestments CDA, L.P. (“GAPCO CDA”).
     
  GAP 93 and GAP 100 are collectively referred to as the “GA Funds.” GAPCO III, GAPCO IV, GAPCO V, GAPCO and CDA are collectively referred to as the “Sponsor Coinvestment Funds.”

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 13 of 20

 

 

  (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE
   

 

  The principal address of each of the Reporting Persons is c/o General Atlantic Service Company, L.P., 55 East 52nd Street, 33rd Floor, New York, NY 10055.
     
  (c) CITIZENSHIP

 

  (i) GA LP - Delaware
     
  (ii) GenPar - Delaware
     
  (iii) GA OSH - Delaware
     
  (iv) GAP 93 - Delaware
     
  (v) GAP 100 - Delaware
     
  (vi) GA SPV - Delaware
     
  (vii) GAPCO III - Delaware
     
  (viii) GAPCO IV - Delaware
     
  (ix) GAPCO V - Delaware
     
  (x) GAPCO CDA - Delaware
     
  (d) TITLE OF CLASS OF SECURITIES
     
 

Common Stock, par value US$0.001 per share (the “common stock”)

     
  (e) CUSIP NUMBER
     
 

67181A107

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 14 of 20

 

 

Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS:
   
  Not applicable.
   
Item 4. OWNERSHIP
   
  As of December 31, 2022, the Reporting Persons owned the following number of the Company’s common stock:
     
  (i) GA LP owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (ii) GenPar owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (iii)

GA OSH owned of record 61,384,475 shares of common stock or 25.3% of the issued and outstanding Class A shares of common stock.

     
  (iv) GAP 93 owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (v) GAP 100 owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (vi) GA SPV owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (vii) GAPCO III owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (viii) GAPCO IV owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (ix) GAPCO V owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock
     
  (x) GAPCO CDA owned of record no shares of common stock or 0.0% of the issued and outstanding shares of common stock

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 15 of 20

 

 

 

The GA Funds and the Sponsor Coinvestment Funds share beneficial ownership of the shares of common stock held of record by GA OSH. The general partner of GA OSH is GA SPV. The general partner of the GA Funds is GenPar. The general partner of GenPar is GA LP. GA LP, which is controlled by the Management Committee of GASC MGP, LLC (the “GA Management Committee”), is the managing member of GAPCO III, GAPCO IV and GAPCO V, the general partner of GAPCO CDA and the sole member of GA SPV. Each of GAP 93 and GAP 100 is a limited partner of GA OSH. As of the date hereof, there are nine members of the GA Management Committee. By virtue of the foregoing, the Reporting Persons may be deemed to share voting power and the power to direct the disposition of the shares that each owns of record. Each of the members of the GA Management Committee disclaims ownership of the shares of common stock reported herein except to the extent he has a pecuniary interest therein. The name, the address and the citizenship of each of the members of the GA Management Committee as of the date hereof is attached hereto as Schedule A and is hereby incorporated by reference.

 

Pursuant to a Sponsor Director Nomination Agreement, dated as of August 10, 2020 (the “Director Nomination Agreement”), among GA OSH, Newlight Harbour Point SPV LLC, a Delaware limited liability (“Newlight”) and the Company, GA OSH has agreed to certain arrangements with respect to the shares of common stock reported herein, including to vote to elect certain individuals nominated by each of GA and Newlight to the Company’s board of directors in accordance with the terms of the Director Nomination Agreement.

 

By virtue of the Sponsor Director Nomination Agreement and the obligations and rights thereunder, the Reporting Persons in this Schedule 13G, Newlight and/or certain of their affiliates may be deemed to constitute a “group” for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. Such a “group” would be deemed to beneficially own an aggregate of 93,934,740 shares of common stock, or 38.7% of the Company’s outstanding shares of common stock calculated pursuant to Rule 13d-3. The Reporting Persons expressly disclaim beneficial ownership over any shares of common stock that they may be deemed to beneficially own solely by reason of the Director Nomination Agreement. This Schedule 13G does not reflect any shares of common stock beneficially owned by Newlight.

 

Amount Beneficially Owned:

By virtue of the relationship described above, each of the Reporting Persons may be deemed to beneficially own 61,384,475 shares of common stock.

 

Percentage Owned:

All calculation of percentage ownership herein are based on an aggregate of 242,915,915 shares of common stock reported by the Company to be outstanding as of November 2, 2022 as reflected in the Company’s Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 7, 2022.

 

Number of Shares as to Which Such Person Has Sole/Shared Power to Vote or to Direct the Vote and Sole/Shared Power to Dispose or to Direct the Disposition of:

  (i) Each of the Reporting Persons may be deemed to have the sole power to direct the voting and dispositions of the shares of common stock as indicated on such Reporting Person’s cover page included herein.

 

  (ii) Each of the Reporting Persons may be deemed to share the power to direct the voting and dispositions of the 61,384,475 shares of common stock that may be deemed to be owned beneficially by each of them.

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.

 

   

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 16 of 20

 

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
  Not applicable.
   
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
   
  Not applicable.
   
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
  See Item 4, which states the identity of the members of the group filing this Schedule 13G.
   
Item 9. NOTICE OF DISSOLUTION OF GROUP
   
  Not applicable.
   
Item 10. CERTIFICATION
   
  Not applicable.

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 17 of 20

 

 

Exhibit Index

 

Exhibit 1

Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (as previously filed).

 

 

 

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 18 of 20

 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated as of February 13, 2023

 

  GENERAL ATLANTIC, L.P.  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
         
         
  GENERAL ATLANTIC GENPAR, L.P.  
         
  By: GENERAL ATLANTIC, L.P., its general partner  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
         
         
  GENERAL ATLANTIC (OSH) INTERHOLDCO, L.P.  
         
  By: GENERAL ATLANTIC (SPV) GP, LLC, its general partner  
       
  By: GENERAL ATLANTIC, L.P., its sole member  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
         
         
  GENERAL ATLANTIC PARTNERS 93, L.P.  
         
  By: GENERAL ATLANTIC GENPAR, L.P., its general partner  
         
  By: GENERAL ATLANTIC, L.P., its general partner  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 19 of 20

 

 

  GENERAL ATLANTIC PARTNERS 100, L.P.  
         
  By: GENERAL ATLANTIC GENPAR, L.P., its general partner  
         
  By: GENERAL ATLANTIC, L.P., its general partner  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
         

 

  GENERAL ATLANTIC (SPV) GP, LLC  
         
  By: GENERAL ATLANTIC L.P., its sole member  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
     

 

  GAP COINVESTMENTS III, LLC  
         
  By: GENERAL ATLANTIC, L.P., its managing member  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
         
     
  GAP COINVESTMENTS IV, LLC  
         
  By: GENERAL ATLANTIC, L.P., its managing member  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  

 

  

 

 

CUSIP No. 67181A107 SCHEDULE 13G Page 20 of 20

 

 

  GAP COINVESTMENTS V, LLC  
         
  By: GENERAL ATLANTIC, L.P., its managing member  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  
     

 

  GAP COINVESTMENTS CDA, L.P.  
         
  By: GENERAL ATLANTIC, L.P., its general partner  
         
  By: /s/ Michael Gosk  
    Name: Michael Gosk  
    Title: Managing Director  

 

  

 

 

SCHEDULE A

 

Members of the GA Management Committee (as of the date hereof)

 

Name Address Citizenship

William E. Ford

(Chief Executive Officer)

55 East 52nd Street

33rd Floor

New York, New York 10055

United States
Gabriel Caillaux

23 Savile Row

London W1S 2ET

United Kingdom

France
Andrew Crawford

55 East 52nd Street

33rd Floor

New York, New York 10055

United States
Martin Escobari

55 East 52nd Street

33rd Floor

New York, New York 10055

Bolivia and Brazil
Anton J. Levy

55 East 52nd Street

33rd Floor

New York, New York 10055

United States
Sandeep Naik

Asia Square Tower 1

8 Marina View, #41-04

Singapore 018960

United States
Graves Tompkins

55 East 52nd Street

33rd Floor

New York, New York 10055

United States
N. Robbert Vorhoff

55 East 52nd Street

33rd Floor

New York, New York 10055

United States
Eric Zhang

Suite 5704-5706, 57F

Two IFC, 8 Finance Street

Central, Hong Kong, China

Hong Kong SAR