X0306 4 2019-07-09 1 0001087423 RED HAT INC RHT 0000900635 GUPTA NARENDRA C/O RED HAT, INC. 100 EAST DAVIE STREET RALEIGH NC 27601 1 0 0 0 Common Stock 2019-07-09 4 D 0 7345 190.00 D 0 D Deferred Stock Unit 2019-07-09 4 D 0 5250 D Common Stock 5250 0 D Deferred Stock Unit 2019-07-09 4 D 0 7190 D Common Stock 7190 0 D Deferred Stock Unit 2019-07-09 4 D 0 5542 D Common Stock 5542 0 D Deferred Stock Unit 2019-07-09 4 D 0 4066 D Common Stock 4066 0 D Deferred Stock Unit 2019-07-09 4 D 0 3849 D Common Stock 3849 0 D Deferred Stock Unit 2019-07-09 4 D 0 5042 D Common Stock 5042 0 D Deferred Stock Unit 2019-07-09 4 D 0 4559 D Common Stock 4559 0 D Deferred Stock Unit 2019-07-09 4 D 0 3103 D Common Stock 3103 0 D Deferred Stock Unit 2019-07-09 4 D 0 3435 D Common Stock 3435 0 D Deferred Stock Unit 2019-07-09 4 D 0 2538 D Common Stock 2538 0 D Deferred Stock Unit 2019-07-09 4 D 0 1710 D Common Stock 1710 0 D Pursuant to the Agreement and Plan of Merger dated as of October 28, 2018, by and among International Business Machines Corporation ("IBM"), Socrates Acquisition Corp. and Red Hat, common shares of Red Hat were disposed of for cash consideration of $190.00 per share. Each deferred stock unit represents a right to receive one share of Red Hat common stock. All Deferred Stock Units (DSUs) were canceled pursuant to the merger agreement for cash consideration of $190.00 per unit. This DSU was granted on July 16, 2008 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2009 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2010 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 18, 2011 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2012 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2013 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2014 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 16, 2015 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 18, 2016 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. This DSU was granted on July 17, 2017 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. Ths DSU was granted on July 16, 2018 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and would ordinarily have vested on the first anniversary of the date of grant and settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service. /s/Will Howard Atty in Fact UPOA 2019-07-09