X0306 4 2016-08-17 0 0001272842 AIRGAIN INC AIRG 0001681392 GEN3 Capital Partners, LLC C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 0001324643 GEN3 Capital I L P C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 0001102545 GEN 3 PARTNERS INC C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 Common Stock 2016-08-17 4 C 0 1185680 0.00 A 1403282 I See Footnotes Series A Preferred Stock 2016-08-17 4 C 0 157250 0.00 D Common Stock 27826 0 I By Gen 3 Partners, Inc. Series B Preferred Stock 2016-08-17 4 C 0 454942 0.00 D Common Stock 82416 0 I By Gen 3 Partners, Inc. Series C Preferred Stock 2016-08-17 4 C 0 341000 0.00 D Common Stock 39697 0 I By Gen 3 Partners, Inc. Series D Preferred Stock 2016-08-17 4 C 0 123098 0.00 D Common Stock 12309 0 I By Gen 3 Partners, Inc. Series E Preferred Stock 2016-08-17 4 C 0 1575158 0.00 D Common Stock 157515 0 I By GEN3 Capital I, LP Series F Preferred Stock 2016-08-17 4 C 0 968999 0.00 D Common Stock 96899 0 I By GEN3 Capital I, LP Series G Preferred Stock 2016-08-17 4 C 0 3839979 0.00 D Common Stock 383995 0 I By GEN3 Capital I, LP Dividend Right 2016-08-17 4 C 0 33972 0.00 D Common Stock 33972 0 I By Gen 3 Partners, Inc. Dividend Right 2016-08-17 4 C 0 351051 0.00 D Common Stock 351051 0 I By GEN3 Capital I, LP Represents 1,040,704 shares of common stock held by GEN3 Capital I, LP ("GEN3 Capital") and 362,578 shares of common stock held by Gen 3 Partners, Inc. ("Gen 3 Partners"). The general partner of GEN3 Capital is GEN3 Capital Partners, LLC ("GEN3 LLC"), and Jim K. Sims is the Managing Member of GEN3 LLC. As a result, each of GEN3 LLC and Mr. Sims may be deemed to share beneficial ownership of the shares held by GEN3 Capital. Mr. Sims, Francis X. Egan, Arthur M. Toscanini and Michael Treacy may be deemed to share beneficial ownership of the shares held by Gen 3 Partners in their capacity as directors of Gen 3 Partners. Each of the individuals and entities listed herein disclaims such beneficial ownership extent to the extent of his or its pecuniary interest therein. The Series A Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series A Preferred Stock automatically converted into common stock on an approximately 1-to-0.177 split-adjusted basis upon the closing of the Issuer's initial public offering. The Series B Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series B Preferred Stock automatically converted into common stock on an approximately 1-to-0.181 split-adjusted basis upon the closing of the Issuer's initial public offering. The Series C Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series C Preferred Stock automatically converted into common stock on an approximately 1-to-0.116 split-adjusted basis upon the closing of the Issuer's initial public offering. The preferred stock is convertible at any time, at the holder's election and has no expiration date. The preferred stock automatically converted into common stock on an approximately 1-to-0.100 split-adjusted basis upon the closing of the Issuer's initial public offering. The dividend rights were paid in shares of the Issuer's common stock at the Issuer's election immediately upon the closing of the Issuer's initial public offering. GEN3 Capital Partners, LLC By: /s/ Haydar Diab, Vice President 2016-08-19 GEN3 Capital I, LP By: GEN3 Capital Partners, LLC By: /s/ Haydar Diab, Vice President 2016-08-19 Gen 3 Partners, Inc. By: /s/ Haydar Diab, Vice President 2016-08-19