X0303 4 2010-12-20 0 0001175454 FLEETCOR TECHNOLOGIES INC FLT 0001131656 SUMMIT VENTURES VI-A LP C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001131279 SUMMIT VI ADVISORS FUND LP C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001131280 SUMMIT VI ENTREPRENEURS FUND LP C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001131666 SUMMIT VENTURES VI-B LP C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001258822 SUMMIT INVESTORS VI LP C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001030825 SUMMIT SUBORDINATED DEBT FUND II L P C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001486421 Summit Partners Private Equity Fund VII-A, L.P. C/O SUMMIT PARTNERS, L.P. 222 BERKELEY STREET, 18TH FLOOR BOSTON MA 02110 0 0 1 0 0001385242 Summit Partners Private Equity Fund VII B L P C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001435565 Summit Investors I, LLC C/O SUMMIT PARTNERS, L.P. 222 BERKLEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 0001494616 Summit Investors I (UK), L.P. C/O SUMMIT PARTNERS, LP 222 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2010-12-20 4 C 0 8634619 A 24750066 D Common Stock 2010-12-20 4 C 0 4283332 A 29033398 D Common Stock 2010-12-20 4 S 0 5993228 21.56 D 23040170 D Series D-3 Convertible Preferred Stock 2010-12-20 4 C 0 3453848 0 D Common Stock 8634619 0 D Series E Convertible Preferred Stock 2010-12-20 4 C 0 1713333 0 D Common Stock 4283332 0 D Represents shares acquired by the following Reporting Persons upon conversion of the Series D-3 Convertible Preferred Stock: 5,842,167 in the name of Summit Ventures VI-A, L.P., 121,500 in the name of Summit VI Advisors Fund, L.P., 186,545 in the name of Summit VI Entrepreneurs Fund, L.P., 2,436,417 in the name of Summit Ventures VI-B, L.P., and 47,990 in the name of Summit Investors VI, L.P. Represents shares held by the following Reporting Persons: 16,497,909 in the name of Summit Ventures VI-A, L.P., 343,110 in the name of Summit VI Advisors Fund, L.P., 526,790 in the name of Summit VI Entrepreneurs Fund, L.P., 6,880,287 in the name of Summit Ventures VI-B, L.P., 137,835 in the name of Summit Investors VI, L.P., and 364,135 in the name of Summit Subordinated Debt Fund II, L.P. Represents shares acquired by the following Reporting Persons upon conversion of the Series E Convertible Preferred Stock: 305 in the name of Summit Investors VI, L.P., 63,020 in the name of Summit Subordinated Debt Fund II, L.P., 2,626,060 in the name of Summit Partners Private Equity Fund VII-A, L.P., 1,577,252 in the name of Summit Partners Private Equity Fund VII-B, L.P., 15,110 in the name of Summit Investors I, LLC and 1,585 in the name of Summit Investors I (UK), L.P. Represents shares held by the following Reporting Persons: 16,497,909 in the name of Summit Ventures VI-A, L.P., 343,110 in the name of Summit VI Advisors Fund, L.P., 526,790 in the name of Summit VI Entrepreneurs Fund, L.P., 6,880,287 in the name of Summit Ventures VI-B, L.P., 138,140 in the name of Summit Investors VI, L.P., 427,155 in the name of Summit Subordinated Debt Fund II, L.P., 2,626,060 in the name of Summit Partners Private Equity Fund VII-A, L.P., 1,577,252 in the name of Summit Partners Private Equity Fund VII-B, L.P., 15,110 in the name of Summit Investors I, LLC and 1,585 in the name of Summit Investors I (UK), L.P. Represents shares sold by the following Reporting Persons: 3,405,585 sold by Summit Ventures VI-A, L.P., 70,826 sold by Summit VI Advisors Fund, L.P., 108,743 sold by Summit VI Entrepreneurs Fund, L.P.,1,420,265 sold by Summit Ventures VI-B, L.P., 28,516 sold by Summit Investors VI, L.P., 88,175 sold by Summit Subordinated Debt Fund II, L.P., 542,086 sold by Summit Partners Private Equity Fund VII-A, L.P., 325,585 sold by Summit Partners Private Equity Fund VII-B, L.P., 3,119 sold by Summit Investors I, LLC and 328 sold by Summit Investors I (UK), L.P. Represents shares held by the following Reporting Persons: 13,092,324 in the name of Summit Ventures VI-A, L.P., 272,284 in the name of Summit VI Advisors Fund, L.P., 418,047 in the name of Summit VI Entrepreneurs Fund, L.P., 5,460,022 in the name of Summit Ventures VI-B, L.P., 109,624 in the name of Summit Investors VI, L.P., 338,980 in the name of Summit Subordinated Debt Fund II, L.P., 2,083,974 in the name of Summit Partners Private Equity Fund VII-A, L.P., 1,251,667 in the name of Summit Partners Private Equity Fund VII-B, L.P., 11,991 in the name of Summit Investors I, LLC and 1,257 in the name of Summit Investors I (UK), L.P. The Series D-3 Convertible Preferred Stock converted into Fleetcor Technologies, Inc. common stock on a two and one-half-for-one basis, and had no expiration date. The Series E Convertible Preferred Stock converted into Fleetcor Technologies, Inc. common stock on a two and one-half-for-one basis, and had no expiration date. The entities mentioned in Footnotes 1 through 6 are collectively referred to as the "Summit Entities." Each of the Summit Entities disclaims beneficial ownership of all shares except those specifically listed in the Footnotes as held by such entity, except to the extent of such entity's pecuniary interest therein. Summit Ventures VI-A, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit VI Advisors Fund, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit VI Entrepreneurs Fund, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Ventures VI-B, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Investors VI, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Subordinated Debt Fund II, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Partners Private Equity Fund VII-A, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Partners Private Equity Fund VII-B, L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Investors I, LLC, By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20 Summit Investors I (UK), L.P., By /s/ Robin W. Devereux, as Attorney-in-Fact 2010-12-20