LAUDER GARY M → SoundThinking, Inc. SSTI

Almost all of the shares of Common Stock beneficially owned by the Reporting Persons were acquired prior to the Issuer's 2017 initial public offering. The Reporting Persons acquired their shares of Common Stock for investment. On September 28, 2026, the Issuer, Transom Signal AcquireCo, LLC ("Parent") and Transom Signal MergerSub, Inc. ("Merger Sub") entered into an Agreement and Plan of Merger (the "Merger Agreement"). The Merger Agreement provides for a tender offer for all outstanding shares of Common Stock for $8.00 in cash per share, without interest and subject to applicable withholding, plus one non-transferable contingent value right per share, entitling the holder to up to $3.00 in additional cash upon achievement of specified revenue milestones (the "Offer"), followed by a merger under Section 251(h) of the Delaware General Corporation Law. Following the merger, the Issuer will be a wholly owned subsidiary of Parent, and the Common Stock is expected to be delisted from Nasdaq and deregistered under the Securities Exchange Act of 1934 ("Exchange Act"). Concurrently, the Reporting Persons entered into a Tender, Support and Reinvestment Agreement with Parent, Merger Sub, Transom Signal HoldCo, Inc. ("Holdco") and Transom Signal TopCo, LP ("Topco") (the "Support Agreement"). Subject to its terms, the Reporting Persons agreed to tender their aggregate 2,255,406 shares and subsequently acquired shares, not withdraw tendered shares, comply with specified transfer and solicitation restrictions, waive appraisal rights, and vote against competing proposals and specified actions inconsistent with the transactions. The Support Agreement also provides for the Reporting Persons to reinvest cash proceeds from the Offer by purchasing Holdco equity interests and contributing them to Topco in exchange for equity interests of the same class and series and at the same price as those acquired by Transom Capital Fund IV, L.P. or its applicable affiliates. This investment (the "Reinvestment") is intended to result in the Reporting Persons collectively holding approximately 17.5% of the equity of Topco on a fully diluted basis, after giving effect to the entire reserved anticipated incentive equity pool of 10% as of the closing, whether or not granted. The investment amount and definitive Topco partnership agreement remain subject to agreement, and the Reinvestment is subject to the conditions and election rights in the Support Agreement. It is contemplated that the partnership agreement will provide for Transom Capital Group and its affiliates to designate all members of Topco's governing board and for Mr. Lauder to have a nonvoting board-observer right, subject to a continuing ownership requirement. It also would provide specified economic, participation, transfer and minority-protection rights. The Merger Agreement and the Support Agreement, as filed and incorporated by reference as Exhibits 99.1 and 99.2, respectively, are incorporated herein by reference. The foregoing descriptions of those agreements are qualified in their entirety by those agreements as filed. Except as described or incorporated by reference herein, the Reporting Persons have no other present plans or proposals concerning the matters specified in Item 4(a) through (j).