X0306 4 2020-03-24 1 0001355754 INSTRUCTURE INC INST 0001523857 Kaminer Matthew C/O INSTRUCTURE, INC. 6330 SOUTH 3000 EAST, SUITE 700 SALT LAKE CITY UT 84121 0 1 0 0 Chief Legal Officer Common Stock 2020-03-24 4 D 0 52470 49.00 D 0 D Common Stock 2020-03-24 4 D 0 751 49.00 D 0 I By spouse Common Stock 2020-03-24 4 D 0 100 49.00 D 0 I By son Common Stock 2020-03-24 4 D 0 100 49.00 D 0 I By son Restricted Stock Units 2020-03-24 4 D 0 1048 49.00 D Common Stock 1048 0 D Restricted Stock Units 2020-03-24 4 D 0 3036 49.00 D Common Stock 3036 0 D Restricted Stock Units 2020-03-24 4 D 0 4455 49.00 D Common Stock 4455 0 D Restricted Stock Units 2020-03-24 4 D 0 83723 49.00 D Common Stock 83723 0 D Stock Option (Right to Buy) 11.25 2020-03-24 4 D 0 51666 49.00 D 2025-04-28 Common Stock 51666 0 D Stock Option (Right to Buy) 13.79 2020-03-24 4 D 0 28154 49.00 D 2026-02-25 Common Stock 28154 0 D Stock Option (Right to Buy) 21.75 2020-03-24 4 D 0 19644 49.00 D 2027-01-25 Common Stock 19644 0 D Stock Option (Right to Buy) 34.25 2020-03-24 4 D 0 18303 49.00 D 2028-01-22 Common Stock 18303 0 D Disposed of pursuant to the Amended and Restated Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 17, 2020,by and among the Issuer, Instructure Holdings, LLC (f/k/a PIV Purchaser, LLC), a Delaware limited liability company ("Parent") and PIV Merger Sub, Inc., a Delaware corporation and a direct and wholly owned subsidiary of Parent ("Merger Sub"), whereby each share of Issuer common stock (other than shares accepted for payment in the tender offer commenced by Merger Sub and shares held by stockholders who validly exercise appraisal rights under Section 262 of the Delaware General Corporation Law or held by the Issuer, Parent or their respective wholly owned subsidiaries) was cancelled and converted into the right to receive $49.00 in cash per share. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. Disposed of pursuant to the Merger Agreement, whereby each Issuer RSU that was unexpired, unsettled, outstanding, and unvested as of immediately prior to the effective time of the merger (other than certain forfeited RSUs) was cancelled and replaced with the right to receive to receive $49.00 in cash per share underlying the RSU, subject to any required tax withholdings, which consideration will be subject to generally the same terms as the corresponding cancelled RSU, including vesting conditions. Disposed of pursuant to the Merger Agreement, whereby each option to purchase shares of Issuer common stock that was unexpired,unexercised, outstanding, and vested as of immediately prior to the effective time of the merger was cancelled and converted into the right to receive $49.00 in cash per share subject to the option, less the applicable per share exercise price, subject to any required tax withholdings. Disposed of pursuant to the Merger Agreement, whereby each option to purchase shares of Issuer common stock that was unexpired,unexercised, outstanding, and unvested as of immediately prior to the effective time of the merger (other than certain forfeited options) was cancelled and replaced with the right to receive to receive $49.00 in cash per share subject to the option, less the applicable per share exercise price, subject to any required tax withholdings, which consideration will be subject to generally the same terms as the corresponding cancelled option, including vesting conditions. /s/ Matthew A. Kaminer 2020-03-26