X0306 4 2018-01-24 0 0001348036 AVALARA INC AVLR 0001206780 GILHULY EDWARD A C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 1 0 1 0 0001389563 SAGEVIEW CAPITAL LP C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 0001374997 SAGEVIEW CAPITAL MASTER, L.P. C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 0001738804 Sageview Avalara Partners, L.P. C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 0001738810 Sageview Avalara Partners I, L.P. C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 0001363701 Sageview Capital MGP, LLC C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 0001081716 STUART SCOTT M C/O SAGEVIEW CAPITAL LP 55 RAILROAD AVENUE, FIRST FLOOR GREENWICH CT 06830 0 0 1 0 Common Stock 2018-06-07 4 X 0 10000 4.50 A 25000 I See Footnotes Common Stock 2018-06-07 4 X 0 10000 9.72 A 35000 I See Footnotes Common Stock 2018-06-07 4 X 0 10000 12.20 A 45000 I See Footnotes Common Stock 2018-06-07 4 X 0 10000 12.60 A 55000 I See Footnotes Common Stock 2018-06-07 4 X 0 10000 13.84 A 65000 I See Footnotes Common Stock 2018-06-07 4 X 0 10000 16.60 A 75000 I See Footnotes Common Stock 2018-06-19 4 C 0 77777 A 77777 I See Footnotes Common Stock 2018-06-19 4 C 0 9090896 A 9168673 I See Footnotes Common Stock 2018-06-19 4 C 0 2440345 A 11609018 I See Footnotes Common Stock 2018-06-19 4 C 0 1210255 A 12819273 I See Footnotes Common Stock 2018-06-19 4 C 0 935185 A 935185 I See Footnotes Common Stock 2018-06-19 4 C 0 1657407 A 1657407 I See Footnotes Warrant (right to buy) 16.60 2018-01-24 4 A 0 10000 0.00 A Common Stock 10000 10000 D Warrant (right to buy) 16.60 2018-02-08 4 J 0 10000 0.00 D Common Stock 10000 0 D Warrant (right to buy) 16.60 2018-02-08 4 J 0 10000 0.00 A Common Stock 10000 10000 I See Footnotes Warrant (right to buy) 4.50 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Warrant (right to buy) 9.72 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Warrant (right to buy) 12.20 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Warrant (right to buy) 12.60 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Warrant (right to buy) 13.84 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Warrant (right to buy) 16.60 2018-06-07 4 X 0 10000 0.00 D Common Stock 10000 0 I See Footnotes Series A Preferred Stock 2018-06-19 4 C 0 155555 0.00 D Common Stock 77777 0 I See Footnotes Series B-1 Preferred Stock 2018-06-19 4 C 0 18181793 0.00 D Common Stock 9090896 0 I See Footnotes Series C-1 Preferred Stock 2018-06-19 4 C 0 4880690 0.00 D Common Stock 2440345 0 I See Footnotes Series D Preferred Stock 2018-06-19 4 C 0 2420511 0.00 D Common Stock 1210255 0 I See Footnotes Series D-2 Preferred Stock 2018-06-19 4 C 0 1870370 0.00 D Common Stock 935185 0 I See Footnotes Series D-2 Preferred Stock 2018-06-19 4 C 0 3314815 0.00 D Common Stock 1657407 0 I See Footnotes The shares issuable upon exercise of the warrant are subject to the terms of a lock-up agreement entered into in connection with the Issuer's initial public offering. Sageview Capital LP ("SC") is investment adviser to Sageview Capital Master, L.P. ("SCM"). Edward A. Gilhuly and Scott M. Stuart are co-presidents of Sageview Capital MGP, LLC ("Sageview MGP"), which ultimately controls the general partner of SCM, Sageview Avalara Partners I, L.P. ("SCAI"), and Sageview Avalara Partners, L.P. ("SCA"), and in such capacity they may be deemed to have shared voting and dispositive power over the shares held by SCM, SCAI, and SCA. Messrs. Gilhuly and Stuart are managing and control persons of SC, and in such capacity they may be deemed to have shared voting and dispositive power over the common stock held by SC. Reflects shares or warrants, as applicable, held directly by SC. Each of SCM, SCAI, SCA, Sageview A, Sageview B, Sageview C, Sageview Ltd, Sageview GenPar, Sageview MGP, and Messrs. Gilhuly and Stuart disclaim beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein, if any. Entities referenced in this footnote are defined in footnote 2 or footnote 5, as applicable. Shares of preferred stock automatically converted into shares of common stock on a 2-to-1 basis immediately prior to the closing of the Issuer's initial public offering with cash paid in lieu of a fractional share. The preferred stock had no expiration date. Reflects shares held directly by SCM. Sageview Capital Partners (A), L.P. ("Sageview A"), Sageview Capital Partners (B), L.P. ("Sageview B") and Sageview Partners (C) (Master), L.P. ("Sageview C") are the shareholders of SCM. Sageview Capital GenPar, Ltd. ("Sageview Ltd") is the sole general partner of each of SCM, Sageview A, Sageview B and Sageview C. Sageview Capital GenPar, L.P. ("Sageview GenPar") is the sole shareholder of Sageview Ltd. Sageview MGP is the sole general partner of Sageview GenPar. Edward Gilhuly and Scott Stuart are managing members and controlling persons of Sageview Capital MGP, LLC. Each of SC, SCAI, SCA, Sageview A, Sageview B, Sageview C, Sageview Ltd, Sageview GenPar, Sageview MGP, and Messrs. Gilhuly and Stuart disclaim beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein, if any. Reflects shares held directly by SCA. Each of SC, SCM, SCAI, Sageview A, Sageview B, Sageview C, Sageview Ltd, Sageview GenPar, Sageview MGP, and Messrs. Gilhuly and Stuart disclaim beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein, if any. Reflects shares held directly by SCAI. Each of SC, SCM, SCA, Sageview A, Sageview B, Sageview C, Sageview Ltd, Sageview GenPar, Sageview MGP, and Messrs. Gilhuly and Stuart disclaim beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein, if any. The warrant was fully exercisable upon grant. Unless sooner exercised, the warrant expires immediately prior to the closing of the Issuer's initial public offering and will be automatically net exercised pursuant to its terms if not exercised prior to that time. Pursuant to Mr. Gilhuly's arrangement with SC and related entities, warrants issued to Mr. Gilhuly were transferred to SC. No consideration was paid in connection with the transfer. Form 1 of 2. Two reports are filed that relate to the same transactions. See Form 2 of 2 for additional reporting owners. Exhibit 99.1 list of reporting owners and signature page filed herewith. /s/ Alesia L. Pinney, Attorney-in-Fact 2018-06-19 See Exhibit 99.1 for signatures of other Reporting Owners 2018-06-19