X0206 3 2015-06-17 0 0001447599 FITBIT INC FIT 0001644896 Foundry Venture Capital 2007, L.P. 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001644897 Foundry Venture 2007, LLC 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001581766 Foundry Group Select Fund, L.P. 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001581764 Foundry Select Fund GP, LLC 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001065270 FELD BRADLEY A 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001644983 Levine Seth 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001248148 MCINTYRE RYAN A 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 0001248191 MENDELSON JASON A 1050 WALNUT STREET, SUITE 210 BOULDER CO 80302 0 0 1 0 Series B Convertible Preferred Stock Class B Common Stock 25023084 I By Foundry Venture Capital 2007, L.P. Series C Convertible Preferred Stock Class B Common Stock 20925528 I By Foundry Venture Capital 2007, L.P. Series D Convertible Preferred Stock Class B Common Stock 6779040 I By Foundry Group Select Fund, L.P. All series of the Convertible Preferred Stock shall automatically convert into Class B Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person(s) into one share of Class A Common Stock and has no expiration date. Upon the closing of the Issuer's sale of its Class A Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 (File No. 333-203941) under the Securities Act of 1933, as amended, the Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) June 17, 2027. The shares are held by Foundry Venture Capital 2007, L.P. The general partner of Foundry Venture Capital 2007, L.P. is Foundry Venture 2007, LLC and has voting and dispositive power over these shares. Brad Feld, Seth Levine, Ryan McIntyre and Jason Mendelson are the managing members of Foundry Venture 2007, LLC and share voting and dispositive power over these shares. Each of Foundry Venture 2007, LLC, Mr. Feld, Mr. Levine, Mr. McIntyre and Mr. Mendelson disclaims beneficial ownership of the shares except to the extent of his or its respective pecuniary interest therein. The shares are held by Foundry Group Select Fund, L.P. The general partner of Foundry Group Select Fund, L.P. is Foundry Group Select Fund GP, LLC and has voting and dispositive power over these shares. Brad Feld, Seth Levine, Ryan McIntyre and Jason Mendelson are the managing members of Foundry Group Select Fund GP, LLC and share voting and dispositive power over these shares. Each of Foundry Group Select Fund GP, LLC, Mr. Feld, Mr. Levine, Mr. McIntyre and Mr. Mendelson disclaims beneficial ownership of the shares except to the extent of his or its respective pecuniary interest therein. /s/ Brad Feld, Managing Director of Foundry Venture 2007, LLC, its General Partner 2015-06-17 /s/ Brad Feld, Managing Director 2015-06-17 /s/ Brad Feld, Managing Director of Foundry Select Fund GP, LLC, its General Partner 2015-06-17 /s/ Brad Feld, Managing Director 2015-06-17 /s/ Brad Feld 2015-06-17 /s/ Seth Levine 2015-06-17 /s/ Ryan McIntyre 2015-06-17 /s/ Jason Mendelson 2015-06-17