X0206 3 2021-03-16 0 0001431695 Olo Inc. OLO 0001463932 Meyer Daniel Harris C/O UNION SQUARE HOSPITALITY GROUP 853 BROADWAY, 17TH FLOOR NEW YORK NY 10003 1 0 0 0 Class B Common Stock Class A Common Stock 60129 I See Footnote Series C Preferred Stock Class B Common Stock 1307708 I See Footnote Series E Preferred Stock Class B Common Stock 25245 I See Footnote Following the closing of the Issuer's initial public offering (the "IPO"), each share of Class B Common Stock will be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date. After the closing of the Issuer's IPO, on any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of a natural reporting person; and (3) on the final conversion date, defined as the earlier of (a) the trading day immediately following the seventh anniversary of the IPO, (b) the last trading day of the fiscal quarter immediately following the date upon which the then outstanding shares of Class B common stock first represent less than 10% of the aggregate number of the then outstanding shares of Class A common stock and Class B common stock, or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B common stock, voting as a single class. These shares are held by Hospitality Investment Partners ("HIP"). The Reporting Person is the Managing General Partner of HIP, and disclaims beneficial ownership of shares held by HIP except to the extent of his pecuniary interest therein. Each share of Series C and Series E Preferred stock will automatically convert into the same number of shares of Class B Common Stock upon the closing of the IPO and has no expiration date. Exhibit List - Exhibit 24 - Power of Attorney No Table I securities beneficially owned /s/ Shashi Khiani, Attorney-in-Fact 2021-03-16