X0206 3/A 2018-11-13 2018-11-13 0 0001253176 VAPOTHERM INC VAPO 0001752635 Arnerich Anthony L. C/O VAPOTHERM INVESTORS, LLC 2540 NE MARTIN LUTHER KING JR. BLVD. PORTLAND OR 97212 1 0 1 0 Series A Convertible Preferred Stock Common Stock 500000 I By3x5 Special Opportunity Fund, L.P. Series A Convertible Preferred Stock Common Stock 227600 I By Vapotherm Investors, LLC Series B Convertible Preferred Stock Common Stock 285714 I By3x5 Special Opportunity Fund, L.P. Series B Convertible Preferred Stock Common Stock 75700 I By Vapotherm Investors, LLC Series C Convertible Preferred Stock Common Stock 264244 I By3x5 Special Opportunity Fund, L.P. Series C Convertible Preferred Stock Common Stock 849239 I By Vapotherm Investors, LLC Series D Convertible Preferred Stock Common Stock 1073655 I By Vapotherm Investors, LLC Series D-1 Convertible Preferred Stock Common Stock 208752 I By Vapotherm Investors, LLC Warrant to purchase Series A Convertible Preferred Stock Series A Convertible Preferred Stock 42857 I By Vapotherm Investors, LLC Series A Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series A Convertible Preferred Stock. Series B Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for Series B Convertible Preferred Stock. Series C Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series C Convertible Preferred Stock. Series D Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for Series D Convertible Preferred Stock. Series D-1 Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for Series D-1 Convertible Preferred Stock The warrants to purchase Series A Convertible Preferred Stock are exercisable at any time at the holder's election, and have an expiration date of September 7, 2022. The Reporting Person is a managing member of 3x5 Partners, LLC. 3x5 Partners, LLC is the managing member of Vapotherm Investors, LLC and a member of 3x5 Special Opportunity Partners, LLC, which is the general partner of 3x5 Special Opportunity Fund, L.P., and by virtue of these relationships 3x5 Partners, LLC may be deemed to indirectly beneficially own the shares directly held by Vapotherm Investors, LLC and 3x5 Special Opportunity Partners, L.P. As a managing member of 3x5 Partners, LLC the Reporting Person shares voting and dispositive power over such securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, of such securities except to the extent of his pecuniary interest therein. /s/ Anthony Ten Haagen, as Attorney-In-Fact 2020-01-24