X0306 4 2020-07-07 0 0001481646 Accolade, Inc. ACCD 0001200675 BRONFMAN EDGAR JR C/O ACCRETIVE, LLC, 660 MADISON AVENUE, 12TH FLOOR, SUITE 1215 NEW YORK NY 10065 0 0 1 0 Common Stock 2020-07-07 4 C 0 51420 A 51420 I By Accretive Care Holding Partnership Common Stock 2020-07-07 4 C 0 38314 A 89734 I By Accretive Care Holding Partnership Common Stock 2020-07-07 4 C 0 31357 A 121091 I By Accretive Care Holding Partnership Common Stock 2020-07-07 4 C 0 7869 A 128960 I By Accretive Care Holding Partnership Common Stock 2020-07-07 4 C 0 1 A 128961 I By Accretive Care Holding Partnership Common Stock 2020-07-07 4 C 0 426473 A 426473 I By Accretive Coinvestment Partners, LLC Common Stock 2020-07-07 4 C 0 360936 A 787409 I By Accretive Coinvestment Partners, LLC Common Stock 2020-07-07 4 C 0 273901 A 1061310 I By Accretive Coinvestment Partners, LLC Common Stock 2020-07-07 4 C 0 68910 A 1130220 I By Accretive Coinvestment Partners, LLC Common Stock 2020-07-07 4 C 0 1 A 1130221 I By Accretive Coinvestment Partners, LLC Common Stock 2020-07-07 4 C 0 429344 A 429344 I By Accretive II Coinvestment, L.P. Common Stock 2020-07-07 4 C 0 319920 A 749264 I By Accretive II Coinvestment, L.P. Common Stock 2020-07-07 4 C 0 261818 A 1011082 I By Accretive II Coinvestment, L.P. Common Stock 2020-07-07 4 C 0 65713 A 1076795 I By Accretive II Coinvestment, L.P. Common Stock 2020-07-07 4 C 0 1 A 1076796 I By Accretive II Coinvestment, L.P. Common Stock 2020-07-07 4 C 0 1313268 A 1313268 I By Accretive II, L.P. Common Stock 2020-07-07 4 C 0 978566 A 2291834 I By Accretive II, L.P. Common Stock 2020-07-07 4 C 0 800845 A 3092679 I By Accretive II, L.P. Common Stock 2020-07-07 4 C 0 201002 A 3293681 I By Accretive II, L.P. Common Stock 2020-07-07 4 C 0 2 A 3293683 I By Accretive II, L.P. Common Stock 2020-07-07 4 C 0 1794034 A 1794034 I By Accretive Investors SBIC, LP Common Stock 2020-07-07 4 C 0 1336804 A 3130838 I By Accretive Investors SBIC, LP Common Stock 2020-07-07 4 C 0 1094020 A 4224858 I By Accretive Investors SBIC, LP Common Stock 2020-07-07 4 C 0 274586 A 4499444 I By Accretive Investors SBIC, LP Common Stock 2020-07-07 4 C 0 3 A 4499447 I By Accretive Investors SBIC, LP Series A-1 Preferred Stock 2020-07-07 4 C 0 45598 0.00 A Common Stock 51420 0 I By Accretive Care Holding Partnership Series A-2 Preferred Stock 2020-07-07 4 C 0 32575 0.00 A Common Stock 38314 0 I By Accretive Care Holding Partnership Series B Preferred Stock 2020-07-07 4 C 0 26356 0.00 A Common Stock 31357 0 I By Accretive Care Holding Partnership Series C Preferred Stock 2020-07-07 4 C 0 5146 0.00 A Common Stock 7869 0 I By Accretive Care Holding Partnership Series A-1 Preferred Stock 2020-07-07 4 C 0 378186 0.00 A Common Stock 426473 0 I By Accretive Coinvestment Partners, LLC Series A-2 Preferred Stock 2020-07-07 4 C 0 306871 0.00 A Common Stock 360936 0 I By Accretive Coinvestment Partners, LLC Series B Preferred Stock 2020-07-07 4 C 0 230215 0.00 A Common Stock 273901 0 I By Accretive Coinvestment Partners, LLC Series C Preferred Stock 2020-07-07 4 C 0 45061 0.00 A Common Stock 68910 0 I By Accretive Coinvestment Partners, LLC Series A-1 Preferred Stock 2020-07-07 4 C 0 380732 0.00 A Common Stock 429344 0 I By Accretive II Coinvestment, L.P. Series A-2 Preferred Stock 2020-07-07 4 C 0 271999 0.00 A Common Stock 319920 0 I By Accretive II Coinvestment, L.P. Series B Preferred Stock 2020-07-07 4 C 0 220059 0.00 A Common Stock 261818 0 I By Accretive II Coinvestment, L.P. Series C Preferred Stock 2020-07-07 4 C 0 42970 0.00 A Common Stock 65713 0 I By Accretive II Coinvestment, L.P. Series A-1 Preferred Stock 2020-07-07 4 C 0 1164574 0.00 A Common Stock 1313268 0 I By Accretive II, L.P. Series A-2 Preferred Stock 2020-07-07 4 C 0 831986 0.00 A Common Stock 978566 0 I By Accretive II, L.P. Series B Preferred Stock 2020-07-07 4 C 0 673113 0.00 A Common Stock 800845 0 I By Accretive II, L.P. Series C Preferred Stock 2020-07-07 4 C 0 131436 0.00 A Common Stock 201002 0 I By Accretive II, L.P. Series A-1 Preferred Stock 2020-07-07 4 C 0 1590905 0.00 A Common Stock 1794034 0 I By Accretive Investors SBIC, LP Series A-2 Preferred Stock 2020-07-07 4 C 0 1136563 0.00 A Common Stock 1336804 0 I By Accretive Investors SBIC, LP Series B Preferred Stock 2020-07-07 4 C 0 919528 0.00 A Common Stock 1094020 0 I By Accretive Investors SBIC, LP Series C Preferred Stock 2020-07-07 4 C 0 179553 0.00 A Common Stock 274586 0 I By Accretive Investors SBIC, LP The Series A-1 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.127681818 basis immediately upon closing of the Issuer's initial public offering and had no expiration date. The shares reported herein are held of record by Accretive Care Holding Partnership. Accretive II GP, LLC is the general partner of Accretive Care Holding Partnership. The Reporting Person and J. Michael Cline are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Care Holding Partnership. The Reporting Person disclaims beneficial ownership of such securities. The Series A-2 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.176181818 basis immediately upon closing of the Issuer's initial public offering and had no expiration date. The Series B Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.18976363636364 basis immediately upon closing of the Issuer's initial public offering and had no expiration date. The Series C Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.52927954545455 basis immediately upon closing of the Issuer's initial public offering and had no expiration date. Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents the aggregate total of all fractional shares that Accretive Care Holding Partnership was entitled to receive following the conversion of the Preferred Stock that it held. The shares reported herein are held of record by Accretive Coinvestment Partners, LLC. Accretive Associates I, LLC is the managing member of Accretive Coinvestment Partners, LLC. The Reporting Person and J. Michael Cline are the managing members of Accretive Associates I, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Coinvestment Partners, LLC. The Reporting Person disclaims beneficial ownership of such securities. Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were to be issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents that aggregate total of all fractional shares that Accretive Coinvestment Partners, LLC was entitled to receive following the conversion of the Preferred Stock that it held. The shares reported herein are held of record by Accretive II Coinvestment, L.P. Accretive II GP, LLC is the general partner of Accretive II Coinvestment, L.P. The Reporting Person and J. Michael Cline are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive II Coinvestment, L.P. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents the aggregate total of all fractional shares that Accretive II Coinvestment, L.P. was entitled to receive following the conversion of the Preferred Stock that it held. The shares reported herein are held of record by Accretive II, L.P. Accretive II GP, LLC is the general partner of Accretive II, L.P. The Reporting Person and J. Michael Cline are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive II, L.P. The Reporting Person disclaims beneficial ownership of such securities. Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. These 2 shares represent the aggregate total of all fractional shares that Accretive II, L.P. was entitled to receive following the conversion of the Preferred Stock that it held. The shares reported herein are held of record by Accretive Investors SBIC, L.P. Accretive Associates SBIC, LLC is the general partner of Accretive Investors SBIC, L.P. The Reporting Person and J. Michael Cline are the managing members of Accretive Associates SBIC, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Investors SBIC, L.P. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. These 3 shares represent the aggregate total of all fractional shares that Accretive Investors SBIC, LP was entitled to receive following the conversion of the Preferred Stock that it held. Additional reporting persons are: Accretive II, L.P., Accretive II Coinvestment, L.P., Accretive Care Holding Partnership, Accretive II GP, LLC, Accretive Investors SBIC, L.P., Accretive Associates SBIC, LLC, Accretive Coinvestment Partners, LLC and Accretive Associates I, LLC. /s/ Edgar Bronfman, Jr. 2020-07-08