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biote Corp. Director's Dealing 2023

Jun 23, 2023

33946_dirs_2023-06-23_27f133b6-957c-4d84-b803-c808d36e8e42.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: biote Corp. (BTMD)
CIK: 0001819253
Period of Report: 2023-06-09

Reporting Person: Roystone Capital Management LP (10% Owner)
Reporting Person: Roystone Capital Holdings LLC (10% Owner)
Reporting Person: Guines LLC (10% Owner)
Reporting Person: Barrera Richard R (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2023-06-09 Class A common stock, par value $0.0001 per share J 99372 Acquired 3070938 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2023-06-09 Warrants $ J 432055 Disposed Class A common stock, par value $0.0001 per share () Indirect

Footnotes

F1: The reported securities are owned directly by Guines LLC ("Guines") and may be deemed to be indirectly beneficially owned by (i) Roystone Capital Management LP ("Roystone"), the investment adviser to Guines (ii) Roystone Capital Holdings LLC ("Holdings"), the general partner of Roystone and (iii) Richard Barrera, the managing member of Holdings. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F2: The reported warrants were exchanged for shares of Class A Common Stock pursuant to an exchange offer from the Issuer. Each warrant holder whose warrants were exchanged pursuant to the exchange offer received 0.23 shares of the Issuer's Class A Common Stock for each warrant tendered by such holder and exchanged. No fractional shares of Class A Common Stock were issued pursuant to the exchange offer, with fractional shares paid in cash (without interest). The foregoing description of the exchange offer does not purport to be complete and is subject to, and qualified in its entirety by, the S-4 of the Issuer filed on May 9, 2023, which is incorporated herein by reference.