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Brookfield Oaktree Holdings, LLC Director's Dealing 2017

May 9, 2017

35528_dirs_2017-05-08_4b441314-74bb-4534-984a-972f3f058528.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Vistra Energy Corp (VST)
CIK: 0001692819
Period of Report: 2017-05-08

Reporting Person: Oaktree Capital Group Holdings GP, LLC (Director, 10% Owner)
Reporting Person: OAKTREE CAPITAL MANAGEMENT LP (10% Owner)
Reporting Person: Oaktree Holdings, Inc. (10% Owner)
Reporting Person: Oaktree Capital Group, LLC (10% Owner)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, par value $0.01 per share 49485715 Indirect

Footnotes

F1: This Form 3 is being filed by Oaktree Capital Management, L.P. ("Management"), on behalf of certain of its managed funds and accounts (the "Funds"), with respect to 49,485,715 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") owned by the Funds and that may be deemed to be beneficially owned by the Reporting Persons (as defined below). This Form 3 is also being filed by each of (i) Oaktree Holdings, Inc. ("Holdings, Inc.") as the general partner of Management; (ii) Oaktree Capital Group, LLC ("OCG") as the sole shareholder of Holdings, Inc.; and (iv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP", and, together with Opps Holdings, Management, Holdings, Inc. and OCG, the "Reporting Persons" and each a "Reporting Person") as the duly elected manager of OCG.

F2: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank, and Sheldon M. Stone, who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by Opps Holdings. Each of the general partners, managing members, directors and managers described above disclaims beneficial ownership of any shares of common stock beneficially or of record owned by the Reporting Persons, except to the extent of any pecuniary interest therein.

F3: The Funds may be deemed a director by deputization by virtue of their designation of Ms. Jennifer Box to serve on the Company's board of directors.