Traeger, Inc. — Director's Dealing 2024

Feb 7, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Traeger, Inc. (COOK)
CIK: 0001857853
Period of Report: 2024-02-06

Reporting Person: ANDRUS JEREMY (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-02-06	Common Stock	A	2075456	—	Acquired	6813875	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3399002	Indirect
Common Stock	5422908	Indirect

Footnotes

F1: Represents an award of shares of performance-based restricted stock (the "Performance Shares") pursuant to a Performance-Based Restricted Stock Agreement, between the Issuer and the Reporting Person. The Performance Shares are eligible to be earned upon the achievement of Adjusted EBITDA goals during the fiscal year ending December 31, 2024. If the Adjusted EBITDA goal is achieved, the earned Performance Shares will vest on March 31, 2025. If the target Adjusted EBITDA goal is not achieved, then the Performance Shares instead will become eligible to be earned based on the achievement of a stock price of $18.00 per share for the period beginning on January 1, 2025 and ending on August 2, 2031.

F2: (continued from footnote 1) If the stock price goal is achieved, the earned Performance Shares will vest on the later of March 31, 2025 and the date on which the stock price goal is achieved. The vesting of the Performance Shares is in all cases subject to the Reporting Person's continued service as the Issuer's chief executive officer or executive chairman of its board of directors.

F3: The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.