X0306 4 2019-02-15 1 0001458962 MINDBODY, Inc. MB 0001644264 Liaw Eric 3000 SAND HILL ROAD BUILDING 2, SUITE 250 MENLO PARK CA 94025 1 0 0 0 Class A Common Stock 2019-02-15 4 D 0 12605 36.50 D 0 D Includes 4,609 unvested restricted stock units ("RSUs"). Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated December 23, 2018, by and among MINDBODY, Inc., a Delaware corporation (the "Issuer"), Torreys Parent, LLC ("Parent"), and Torreys Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), on February 15, 2019, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), pursuant to the terms of the Issuer's 2015 Equity Incentive Plan, each of the unvested RSUs accelerated with respect to vesting, and pursuant to the terms of the Merger Agreement, was cancelled and replaced with the right to receive $36.50 in cash, without interest, subject to any required withholding of taxes. In connection with the Merger, these shares were cancelled and converted into the right to receive $36.50 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement. /s/ Brett T. White, Attorney-in-Fact 2019-02-20