Bowman Consulting Group Ltd.

Footnotes

F1

Pursuant to the Agreement and Plan of Merger, dated as of August 10, 2026 (the "Merger Agreement"), by and among Bowman Consulting Group Ltd. (the "Company"), Prive Parent, Inc. ("Parent"), and Prive Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of Parent, on November 6, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and each share of Company common stock, par value $0.01 per share (each, a "Share"), outstanding immediately prior to the effective time of the Merger (the "Effective Time") (other than certain excluded Shares) was automatically canceled and converted into the right to receive $43.00 in cash, without interest and subject to any applicable tax withholding (the "Merger Consideration").↩ 1↩ 2

F2

Immediately prior to the Effective Time, each outstanding Company performance-based restricted stock unit (each, a "PRSU") granted to the Reporting Person became fully vested with respect to that number of Shares awarded and not the achievement of performance levels, and each such PRSU was automatically canceled and converted into the right to receive the Merger Consideration with respect to each Share underlying such PRSU.↩ 1↩ 2

F3

Immediately prior to the Effective Time, each outstanding Company restricted stock award (each, an "RSA") granted to the Reporting Person became fully vested and free of restrictions and were subsequently canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive, in respect of each Share subject to such RSA, the Merger Consideration in cash, without interest.↩ 1