X0306 4 2022-02-14 0 0001701114 Blue Apron Holdings, Inc. APRN 0001890988 Sanberg Joseph N. 528 PALISADES DRIVE, #545 PACIFIC PALISADES CA 90272 0 0 1 0 0001890968 RJB Partners LLC C/O JOSEPH N. SANBERG 528 PALISADES DRIVE, #545 PACIFIC PALISADES CA 90272 0 0 1 0 Class A Common Stock 2022-02-14 4 P 0 357143 14.00 A 6719926 I By RJB Partners LLC Class A Common Stock 214293 D Class A Common Stock 1250 I By Aspiration Growth Opportunities II GP, LLC Warrant (right to buy) 15.00 2022-02-14 4 P 0 1 14.00 A 2022-02-14 2029-02-14 Class A Common Stock 285714 1 I By RJB Partners LLC Warrant (right to buy) 18.00 2022-02-14 4 P 0 1 14.00 A 2022-02-14 2029-02-14 Class A Common Stock 142857 1 I By RJB Partners LLC Warrant (right to buy) 20.00 2022-02-14 4 P 0 1 14.00 A 2022-02-14 2029-02-14 Class A Common Stock 71429 1 I By RJB Partners LLC In connection with the closing of the acquisitions of securities contemplated by that certain purchase agreement, dated as of February 14, 2022 (the "Purchase Agreement"), RJB Partners LLC ("RJB Partners"), of which Mr. Joseph N. Sanberg is managing member, purchased from the Issuer, for an aggregate purchase price of $5 million, (i) 357,143 shares of Class A common stock, (ii) warrants to purchase 285,714 shares of Class A common stock at an exercise price of $15.00 per share (the "$15 Warrants"), (iii) warrants to purchase 142,857 shares of Class A common stock at an exercise price of $18.00 per share (the "$18 Warrants") and (iv) warrants to purchase 71,429 shares of Class A common stock at an exercise price of $20.00 per share (the "$20 Warrants"). These securities are owned directly by RJB Partners, a 10% owner of the Issuer, and owned indirectly by Mr. Joseph N. Sanberg, as the managing member of RJB Partners. Mr. Joseph N. Sanberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose. These securities are owned directly by Aspiration Growth Opportunities II GP, LLC ("AGO II"), and owned indirectly by Mr. Joseph N. Sanberg, as the managing member of AGO II. Mr. Joseph N. Sanberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose. The $15 Warrants are exercisable for an aggregate of 285,714 shares of Class A common stock, which number is subject to adjustment in certain circumstances in accordance with the terms of the $15 Warrants. These $15 Warrants were purchased by RJB Partners on February 14, 2022 in connection with the closing of the acquisitions of securities contemplated by the Purchase Agreement. The $18 Warrants are exercisable for an aggregate of 142,857 shares of Class A common stock, which number is subject to adjustment in certain circumstances in accordance with the terms of the $18 Warrants. These $18 Warrants were purchased by RJB Partners on February 14, 2022 in connection with the closing of the acquisitions of securities contemplated by the Purchase Agreement. The $20 Warrants are exercisable for an aggregate of 71,429 shares of Class A common stock, which number is subject to adjustment in certain circumstances in accordance with the terms of the $20 Warrants. These $20 Warrants were purchased by RJB Partners on February 14, 2022 in connection with the closing of the acquisitions of securities contemplated by the Purchase Agreement. /s/ Joseph N. Sanberg, Name: Joseph N. Sanberg 2022-02-15 RJB Partners LLC, /s/ Joseph N. Sanberg, Name: Joseph N. Sanberg, Title: Managing Member 2022-02-15