Alight, Inc. / Delaware — Director's Dealing 2025

Jan 17, 2025

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Alight, Inc. / Delaware (ALIT)
CIK: 0001809104
Period of Report: 2025-01-13

Reporting Person: Sturrus Robert (Chief Client Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	36774	Direct
Class V Common Stock	10384	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class A Units	$		Class A Common Stock (10384)		Indirect
Class B-1 Common Stock	$		Class A Common Stock (10119)		Direct
Class B-2 Common Stock	$		Class A Common Stock (10119)		Direct
Class B-1 Units	$		Class A Common Stock (337)		Indirect
Class B-2 Units	$		Class A Common Stock (337)		Indirect

Footnotes

F1: Includes restricted stock units scheduled to vest in the future.

F2: Shares of Class V common stock do not represent economic interests in the Issuer. Except as provided in the Issuer's Certificate of Incorporation or as required by applicable law, holders of Class V common stock with be entitled to one vote per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Class A Units of Alight Holding Company, LLC ("Alight Holdings") that are held by the reporting person and reported in Table II hereof, an equal number of shares of the Issuer's Class V common stock will be cancelled for no consideration.

F3: Class A Units of Alight Holdings ("Class A Units") have no voting rights but are entitled to share in the profits and losses of Alight Holdings. Class A Units held by the reporting person can be exchanged, up to once per calendar quarter, for an equal number of shares of the Issuer's Class A common stock. Notwithstanding the foregoing, the Issuer will be permitted, at its sole discretion, in lieu of delivering shares of the Issuer's Class A common stock for any Class A Units surrendered for exchange, to pay an amount in cash per Class A Unit equal to the 5-day volume weighted average price of the Issuer's Class A common stock ending on the day such measurement is made.

F4: Shares of Class B-1 common stock do not represent economic interests in the Issuer, except for participation together with the Class A common stock in any dividends or distributions, which amounts will accrue and only become payable upon the occurrence of certain Class B vesting events. Holders of Class B-1 common stock are not entitled to any voting rights with respect to such shares, except as required by applicable law. Class B-1 common stock with automatically convert into shares of Class A common stock on a one-for-one basis (subject to adjustment) upon the occurrence of certain Class B-1 vesting events.

F5: Shares of Class B-2 common stock do not represent economic interests in the Issuer, except for participation together with the Class A common stock in any dividends or distributions, which amounts will accrue and only become payable upon the occurrence of certain Class B vesting events. Holders of Class B-2 common stock are not entitled to any voting rights with respect to such shares, except as required by applicable law. Class B-2 common stock with automatically convert into shares of Class A common stock on a one-for-one basis (subject to adjustment) upon the occurrence of certain Class B-2 vesting events.

F6: Class B Units will not be entitled to share in any profits or losses of Alight Holdings and will have no voting rights to distributions. Class B Units will vest and automatically convert into an equal number of Class A Units as follows: (i) the Class B-1 Units will vest upon the occurrence of a Class B-1 vesting event and (ii) the Class B-2 Units will vest upon the occurrence of a Class B-2 vesting event. Upon the conversion of a Class B Unit, the holder of such Class B Unit will be entitled to receive a payment (a "Dividend Catch-Up Payment") equal to the aggregate amount of distributions paid per Class A Unit (excluding tax distributions) from July 2, 2021 and ending on the day prior to the date on which such Class B Unit converts into a Class A Unit. If any of the Class B Units do not vest on or before July 2, 2028, such units will be automatically forfeited and cancelled for no consideration, and will not be entitled to receive any Dividend Catch-Up Payments.