X0306 4 2020-11-17 0 0001823465 5:01 Acquisition Corp. FVAM 0001598549 Schwab Andrew J. C/O 5:01 ACQUISITION CORP. 501 SECOND STREET, SUITE 350 SAN FRANCISCO CA 94107 1 1 1 0 Co-CEO Class B Common Stock 2020-11-17 4 J 0 30000 0.00 D Class A Common Stock 30000 2180000 I See Footnote The shares of Class B common stock are convertible into shares of the issuer's Class A common stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. In connection with the issuer's appointment of Samantha L. Singer to the issuer's Board of Directors, 5:01 Acquisition LLC transferred 30,000 shares of Class B common stock to Samantha L. Singer. The shares of Class B common stock owned by 5:01 Acquisition LLC includes up to 235,932 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement. Consists of shares held by 5:01 Acquisition LLC of which the Reporting Person is a manager. As such, the Reporting Person has voting and investment discretion and may be deemed to have beneficial ownership with respect to the shares held by 5:01 Acquisition LLC. The Reporting Person disclaims beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. /s/ Nathan Jeffries, Attorney-in-Fact 2020-11-18