Starboard Value LP

11/26/2024 | Press release | Distributed by Public on 11/26/2024 07:01

Beneficial Ownership Report - Form SC 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. )1

Healthcare Realty Trust Incorporated

(Name of Issuer)

Class A Common Stock, $0.01 par value per share

(Title of Class of Securities)

42226K105

(CUSIP Number)

JEFFREY C. SMITH

STARBOARD VALUE LP

777 Third Avenue, 18th Floor

New York, New York 10017

(212) 845-7977

ANDREW FREEDMAN, ESQ.

MEAGAN REDA, ESQ.

OLSHAN FROME WOLOSKY LLP

1325 Avenue of the Americas

New York, New York 10019

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

November 20, 2024

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

1 The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 20,903,000
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
20,903,000
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
PN

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

2

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 11,420,705
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
11,420,705
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,420,705*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.2%
14 TYPE OF REPORTING PERSON
CO

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

3

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE AND OPPORTUNITY S LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,498,495
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,498,495
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,498,495
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4%
14 TYPE OF REPORTING PERSON
OO
4

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE AND OPPORTUNITY C LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,163,641
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,163,641
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,163,641
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.3%
14 TYPE OF REPORTING PERSON
PN
5

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE R LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,163,641
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,163,641
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,163,641
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.3%
14 TYPE OF REPORTING PERSON
PN
6

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 631,926
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
631,926
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
631,926
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
14 TYPE OF REPORTING PERSON
PN
7

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE L LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 631,926
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
631,926
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
631,926
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
14 TYPE OF REPORTING PERSON
PN
8

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE R GP LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,795,567
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,795,567
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,795,567
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
14 TYPE OF REPORTING PERSON
OO
9

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD X MASTER FUND LTD
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 3,853,027
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
3,853,027
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,853,027
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1%
14 TYPE OF REPORTING PERSON
CO
10

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD VALUE GP LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 20,903,000
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
20,903,000
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
OO

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

11

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD PRINCIPAL CO LP
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 20,903,000
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
20,903,000
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
PN

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

12

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
STARBOARD PRINCIPAL CO GP LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 20,903,000
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING - 0 -
PERSON WITH 9 SOLE DISPOSITIVE POWER
20,903,000
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
OO

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

13

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
JEFFREY C. SMITH
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY - 0 -
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 20,903,000
PERSON WITH 9 SOLE DISPOSITIVE POWER
- 0 -
10 SHARED DISPOSITIVE POWER
20,903,000
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
IN

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

14

CUSIP No. 42226K105

1 NAME OF REPORTING PERSON
PETER A. FELD
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY - 0 -
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 20,903,000
PERSON WITH 9 SOLE DISPOSITIVE POWER
- 0 -
10 SHARED DISPOSITIVE POWER
20,903,000
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,903,000*
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
IN

* Includes 4,826,156 Shares underlying certain forward purchase contracts exercisable within 60 days hereof.

15

CUSIP No. 42226K105

The following constitutes the Schedule 13D filed by the undersigned (the "Schedule 13D").

Item 1. Security and Issuer.

This statement relates to the Class A Common Stock, $0.01 par value per share (the "Shares"), of Healthcare Realty Trust Incorporated, a Maryland corporation (the "Issuer"). The address of the principal executive offices of the Issuer is 3310 West End Avenue, Suite 700, Nashville, Tennessee 37203.

Item 2. Identity and Background.

(a)This statement is filed by:

(i) Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company ("Starboard V&O Fund"), with respect to the Shares directly and beneficially owned by it;
(ii) Starboard Value and Opportunity S LLC, a Delaware limited liability company ("Starboard S LLC"), with respect to the Shares directly and beneficially owned by it;
(iii) Starboard Value and Opportunity C LP, a Delaware limited partnership ("Starboard C LP"), with respect to the Shares directly and beneficially owned by it;
(iv) Starboard Value R LP ("Starboard R LP"), as the general partner of Starboard C LP;
(v) Starboard Value and Opportunity Master Fund L LP, a Cayman Islands exempted limited partnership ("Starboard L Master"), with respect to the Shares directly and beneficially owned by it;
(vi) Starboard Value L LP ("Starboard L GP"), as the general partner of Starboard L Master;
(vii) Starboard Value R GP LLC ("Starboard R GP"), as the general partner of Starboard R LP and Starboard L GP;
(viii) Starboard X Master Fund Ltd, a Cayman Islands exempted company ("Starboard X Master"), with respect to the Shares directly and beneficially owned by it;
(ix) Starboard Value LP, as the investment manager of Starboard V&O Fund, Starboard C LP, Starboard L Master, Starboard X Master and of a certain managed account (the "Starboard Value LP Account") and the manager of Starboard S LLC;
(x) Starboard Value GP LLC ("Starboard Value GP"), as the general partner of Starboard Value LP;
(xi) Starboard Principal Co LP ("Principal Co"), as a member of Starboard Value GP;
16

CUSIP No. 42226K105

(xii) Starboard Principal Co GP LLC ("Principal GP"), as the general partner of Principal Co;
(xiii) Jeffrey C. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP; and
(xiv) Peter A. Feld, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP.

Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.

(b)The address of the principal office of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard R LP, Starboard L Master, Starboard L GP, Starboard R GP, Starboard X Master, Starboard Value LP, Starboard Value GP, Principal Co and Principal GP is 777 Third Avenue, 18th Floor, New York, New York 10017. The address of the principal office of each of Messrs. Smith and Feld is c/o Starboard Value LP, 201 E Las Olas Boulevard, Suite 1000, Fort Lauderdale, Florida 33301. The officers and directors of Starboard V&O Fund and Starboard X Master and their principal occupations and business addresses are set forth on Schedule A and are incorporated by reference in this Item 2.

(c)The principal business of Starboard V&O Fund is serving as a private investment fund. Starboard V&O Fund has been formed for the purpose of making equity investments and, on occasion, taking an active role in the management of portfolio companies in order to enhance shareholder value. Starboard S LLC, Starboard C LP, Starboard L Master and Starboard X Master have been formed for the purpose of investing in securities and engaging in all related activities and transactions. Starboard Value LP provides investment advisory and management services and acts as the investment manager of Starboard V&O Fund, Starboard C LP, Starboard L Master, Starboard X Master and the Starboard Value LP Account and the manager of Starboard S LLC. The principal business of Starboard Value GP is providing a full range of investment advisory, pension advisory and management services and serving as the general partner of Starboard Value LP. The principal business of Principal Co is providing investment advisory and management services. Principal Co is a member of Starboard Value GP. Principal GP serves as the general partner of Principal Co. Starboard R LP serves as the general partner of Starboard C LP. Starboard L GP serves as the general partner of Starboard L Master. Starboard R GP serves as the general partner of Starboard R LP and Starboard L GP. Messrs. Smith and Feld serve as members of Principal GP and the members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP.

(d)No Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)No Reporting Person, nor any person listed on Schedule A, annexed hereto, has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

17

CUSIP No. 42226K105

(f)Messrs. Smith and Feld are citizens of the United States of America. The citizenship of the persons listed on Schedule A is set forth therein.

Item 3. Source and Amount of Funds or Other Consideration.

The securities of the Issuer purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and held in the Starboard Value LP Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted. The aggregate purchase price of the 11,420,705 Shares beneficially owned by Starboard V&O Fund is approximately $195,570,282, excluding brokerage commissions (including $77,889,207 paid as consideration for Starboard V&O Fund's entry into certain forward purchase contracts providing for the purchase of 4,826,156 Shares). The aggregate purchase price of the 1,498,495 Shares beneficially owned by Starboard S LLC is approximately $25,506,163, excluding brokerage commissions. The aggregate purchase price of the 1,163,641 Shares beneficially owned by Starboard C LP is approximately $19,807,337, excluding brokerage commissions. The aggregate purchase price of the 631,926 Shares beneficially owned by Starboard L Master is approximately $10,744,309, excluding brokerage commissions. The aggregate purchase price of the 3,853,027 Shares beneficially owned by Starboard X Master is approximately $65,686,130, excluding brokerage commissions. The aggregate purchase price of the 2,335,206 Shares held in the Starboard Value LP Account is approximately $40,971,289, excluding brokerage commissions.

Item 4. Purpose of Transaction.

The Reporting Persons purchased the Shares based on the Reporting Persons' belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.

No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer's financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications with management and the Board of Directors of the Issuer, engaging in discussions with stockholders of the Issuer or other third parties about the Issuer and the Reporting Persons' investment, including potential business combinations or dispositions involving the Issuer or certain of its businesses, making recommendations or proposals to the Issuer concerning changes to the capitalization, ownership structure, board structure (including board composition), the announced CEO search process, potential business combinations or dispositions involving the Issuer or certain of its businesses, or suggestions for improving the Issuer's financial and/or operational performance, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, including swaps and other derivative instruments, or changing their intention with respect to any and all matters referred to in Item 4.

18

CUSIP No. 42226K105

Item 5. Interest in Securities of the Issuer.

(a) The percentages used in this Schedule 13D are based upon 354,388,216 Shares outstanding, as of October 25, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024.

See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons as of the close of business on November 25, 2024. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.

(b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition.

(c) Information concerning transactions in the securities of the Issuer effected by the Reporting Persons during the past sixty days is set forth in Schedule B attached hereto and is incorporated herein by reference. Except as otherwise noted, all of the transactions in the securities of the Issuer listed hereto were effected in the open market through various brokerage entities.

In addition to the Shares beneficially owned by the Reporting Persons as set forth in this filing, and while the Reporting Persons have no current knowledge of the following holdings, the Reporting Persons understand that TD Asset Management Inc. ("TD") had investment discretion over 105,184 Shares as of September 30, 2024, which would represent beneficial ownership of approximately 0.03% of the outstanding Shares as of such date, as such information is set forth in the Form 13F-HR filings filed by TD Asset Management Inc. on November 1, 2024. As reported in the Form ADV filed by Starboard Value, Toronto Dominion Bank is included as an indirect control person under Schedule B/C Indirect Owners of the Form ADV as a result of the closing of the acquisition of Cowen Inc. by Toronto Dominion Bank. The validity of the indirect transfer of Cowen Inc.'s ownership interest in Starboard Value is subject to an ongoing dispute. The Reporting Persons disclaim the existence of a "group" within the meaning of Section 13(d)(3) of the Exchange Act with TD or any other person other than the other Reporting Persons.

(d)No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.

(e)Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Starboard V&O Fund entered into forward purchase contracts with Bank of America as the counterparty providing for the purchase of an aggregate of 4,826,156 Shares (the "BA Forward Contracts"). The BA Forward Contracts have a final valuation date of November 10, 2025, however, Starboard V&O Fund has the ability to elect early settlement after serving notice to the counterparty of such intention at least two scheduled trading days in advance of the desired early final valuation date. The BA Forward Contracts provide for physical settlement. Until the settlement date, none of the BA Forward Contracts give Starboard V&O Fund voting and dispositive control over the Shares to which such contracts relate.

19

CUSIP No. 42226K105

On November 26, 2024, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7. Material to be Filed as Exhibits.
99.1 Joint Filing Agreement by and among Starboard Value and Opportunity Master Fund Ltd, Starboard Value and Opportunity S LLC, Starboard Value and Opportunity C LP, Starboard Value R LP, Starboard Value and Opportunity Master Fund L LP, Starboard Value L LP, Starboard Value R GP LLC, Starboard X Master Fund Ltd, Starboard Value LP, Starboard Value GP LLC, Starboard Principal Co LP, Starboard Principal Co GP LLC, Jeffrey C. Smith and Peter A. Feld, dated November 26, 2024.
99.2 Power of Attorney for Jeffrey C. Smith and Peter A. Feld, dated November 26, 2024.
20

CUSIP No. 42226K105

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 26, 2024

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD

By: Starboard Value LP,

its investment manager

STARBOARD VALUE AND OPPORTUNITY S LLC

By: Starboard Value LP,

its manager

STARBOARD VALUE AND OPPORTUNITY C LP

By: Starboard Value R LP,

its general partner

STARBOARD VALUE R LP

By: Starboard Value R GP LLC,

its general partner

STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP

By: Starboard Value L LP,

its general partner

STARBOARD VALUE L LP

By: Starboard Value R GP LLC,

its general partner

STARBOARD X MASTER FUND LTD

By: Starboard Value LP,

its investment manager

STARBOARD VALUE LP

By: Starboard Value GP LLC,

its general partner

STARBOARD VALUE GP LLC

By: Starboard Principal Co LP,

its member

STARBOARD PRINCIPAL CO LP

By: Starboard Principal Co GP LLC,

its general partner

STARBOARD PRINCIPAL CO GP LLC

STARBOARD VALUE R GP LLC

By:

/s/ Jeffrey C. Smith

Name: Jeffrey C. Smith
Title: Authorized Signatory
/s/ Jeffrey C. Smith
JEFFREY C. SMITH
Individually and as attorney-in-fact for Peter A. Feld
21

CUSIP No. 42226K105

SCHEDULE A

Directors and Officers of Starboard Value and Opportunity Master Fund Ltd and Starboard X Master Fund Ltd

Name and Position Principal Occupation Principal Business Address Citizenship
Patrick Agemian
Director
Director of Global Funds Management, Ltd. PO Box 10034, Buckingham Square
2nd Floor
720A West Bay Road
Grand Cayman
Cayman Islands, KY1-1001
Canada
Kenneth R. Marlin
Director
Chief Financial Officer, Starboard Value LP Starboard Value LP
201 E Las Olas Boulevard, Suite 1000 Fort Lauderdale,
Florida 33301
United States of America
Alaina Danley
Director
Managing Director of Waystone Governance Ltd. Waystone Governance Ltd.
Suite 5B201, 2nd Floor
One Nexus Way
P.O. Box 2587
Grand Cayman
Cayman Islands, KY1-1103
Cayman Islands

CUSIP No. 42226K105

SCHEDULE B

Transactions in the Securities of the Issuer During the Past Sixty Days

Nature of the Transaction

Amount of Securities

Purchased/(Sold)

Price ($)

Date of

Purchase/Sale

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD

Purchase of Class A Common Stock 1,353 17.0750 10/09/2024
Purchase of Class A Common Stock 1,352 17.0750 10/09/2024
Purchase of Class A Common Stock 13,525 17.0800 10/09/2024
Purchase of Class A Common Stock 13,525 17.0800 10/09/2024
Purchase of Class A Common Stock 25,698 17.0966 10/09/2024
Purchase of Class A Common Stock 25,697 17.0966 10/09/2024
Purchase of Class A Common Stock 13,525 17.0800 10/10/2024
Purchase of Class A Common Stock 13,525 17.0800 10/10/2024
Purchase of Class A Common Stock 54,100 17.0622 10/10/2024
Purchase of Class A Common Stock 54,100 17.0622 10/10/2024
Purchase of Class A Common Stock 53,700 17.1299 11/01/2024
Purchase of Class A Common Stock 53,700 17.1299 11/01/2024
Purchase of Class A Common Stock 53,700 17.0841 11/06/2024
Purchase of Class A Common Stock 53,700 17.0841 11/06/2024
Purchase of Class A Common Stock 16,379 17.3441 11/07/2024
Purchase of Class A Common Stock 16,378 17.3441 11/07/2024
Purchase of Class A Common Stock 26,850 17.9650 11/11/2024
Purchase of Class A Common Stock 26,850 17.9650 11/11/2024
Purchase of Class A Common Stock 134,250 17.9248 11/11/2024
Purchase of Class A Common Stock 134,250 17.9248 11/11/2024
Purchase of Class A Common Stock 102,140 18.2690 11/12/2024
Purchase of Class A Common Stock 102,140 18.2690 11/12/2024
Purchase of Class A Common Stock 26,850 17.6509 11/12/2024
Purchase of Class A Common Stock 26,850 17.6509 11/12/2024
Purchase of Class A Common Stock 27,008 18.0025 11/12/2024
Purchase of Class A Common Stock 27,008 18.0025 11/12/2024
Purchase of Class A Common Stock 134,250 17.6704 11/12/2024
Purchase of Class A Common Stock 134,250 17.6704 11/12/2024
Purchase of Class A Common Stock 134,250 17.5713 11/13/2024
Purchase of Class A Common Stock 134,250 17.5713 11/13/2024
Purchase of Class A Common Stock 93,438 17.4800 11/14/2024
Purchase of Class A Common Stock 93,438 17.4800 11/14/2024
Purchase of Class A Common Stock 8,265 17.4315 11/20/2024
Purchase of Class A Common Stock 8,265 17.4315 11/20/2024
Purchase of Class A Common Stock 163,785 17.4807 11/20/2024
Purchase of Class A Common Stock 163,785 17.4807 11/20/2024
Purchase of Class A Common Stock 157,645 17.5141 11/20/2024
Purchase of Class A Common Stock 157,645 17.5141 11/20/2024
Purchase of Class A Common Stock 1,450 17.5950 11/21/2024
Purchase of Class A Common Stock 1,450 17.5950 11/21/2024
Purchase of Class A Common Stock 41,081 17.7988 11/21/2024
Purchase of Class A Common Stock 41,080 17.7988 11/21/2024
Purchase of Class A Common Stock 60,761 17.7605 11/21/2024
Purchase of Class A Common Stock 60,761 17.7605 11/21/2024
Exercise of Forward Contract 2,966,589 18.1738 11/21/2024
Purchase of Class A Common Stock 107,400 17.4604 11/22/2024
Purchase of Class A Common Stock 107,400 17.4604 11/22/2024
Purchase of Class A Common Stock 161,100 17.5499 11/22/2024
Purchase of Class A Common Stock 161,100 17.5499 11/22/2024
Purchase of Class A Common Stock 104 17.4900 11/22/2024
Purchase of Class A Common Stock 104 17.4900 11/22/2024
Purchase of Class A Common Stock 80,550 17.4978 11/25/2024
Purchase of Class A Common Stock 80,550 17.4978 11/25/2024
Purchase of Class A Common Stock 80,550 17.4964 11/25/2024
Purchase of Class A Common Stock 80,550 17.4964 11/25/2024
Purchase of Class A Common Stock 40,275 17.5800 11/25/2024
Purchase of Class A Common Stock 40,275 17.5800 11/25/2024

CUSIP No. 42226K105

STARBOARD VALUE AND OPPORTUNITY S LLC

Purchase of Class A Common Stock 365 17.0750 10/09/2024
Purchase of Class A Common Stock 3,650 17.0800 10/09/2024
Purchase of Class A Common Stock 6,935 17.0966 10/09/2024
Purchase of Class A Common Stock 3,650 17.0800 10/10/2024
Purchase of Class A Common Stock 14,600 17.0622 10/10/2024
Purchase of Class A Common Stock 14,400 17.1299 11/01/2024
Purchase of Class A Common Stock 14,400 17.0841 11/06/2024
Purchase of Class A Common Stock 4,392 17.3441 11/07/2024
Purchase of Class A Common Stock 7,200 17.9650 11/11/2024
Purchase of Class A Common Stock 36,000 17.9248 11/11/2024
Purchase of Class A Common Stock 27,390 18.2690 11/12/2024
Purchase of Class A Common Stock 7,200 17.6509 11/12/2024
Purchase of Class A Common Stock 7,242 18.0025 11/12/2024
Purchase of Class A Common Stock 36,000 17.6704 11/12/2024
Purchase of Class A Common Stock 36,000 17.5713 11/13/2024
Purchase of Class A Common Stock 25,056 17.4800 11/14/2024
Purchase of Class A Common Stock 2,216 17.4315 11/20/2024
Purchase of Class A Common Stock 43,920 17.4807 11/20/2024
Purchase of Class A Common Stock 42,273 17.5141 11/20/2024
Purchase of Class A Common Stock 389 17.5950 11/21/2024
Purchase of Class A Common Stock 11,016 17.7988 11/21/2024
Purchase of Class A Common Stock 16,294 17.7605 11/21/2024
Exercise of Forward Contract 389,373 18.1143 11/21/2024
Exercise of Forward Contract 622,506 15.9035 11/21/2024
Purchase of Class A Common Stock 28,800 17.4604 11/22/2024
Purchase of Class A Common Stock 43,200 17.5499 11/22/2024
Purchase of Class A Common Stock 28 17.4900 11/22/2024
Purchase of Class A Common Stock 21,600 17.4978 11/25/2024
Purchase of Class A Common Stock 21,600 17.4964 11/25/2024
Purchase of Class A Common Stock 10,800 17.5800 11/25/2024

CUSIP No. 42226K105

STARBOARD VALUE AND OPPORTUNITY C LP

Purchase of Class A Common Stock 280 17.0750 10/09/2024
Purchase of Class A Common Stock 2,800 17.0800 10/09/2024
Purchase of Class A Common Stock 5,320 17.0966 10/09/2024
Purchase of Class A Common Stock 2,800 17.0800 10/10/2024
Purchase of Class A Common Stock 11,200 17.0622 10/10/2024
Purchase of Class A Common Stock 11,200 17.1299 11/01/2024
Purchase of Class A Common Stock 11,200 17.0841 11/06/2024
Purchase of Class A Common Stock 3,416 17.3441 11/07/2024
Purchase of Class A Common Stock 5,600 17.9650 11/11/2024
Purchase of Class A Common Stock 28,000 17.9248 11/11/2024
Purchase of Class A Common Stock 21,303 18.2690 11/12/2024
Purchase of Class A Common Stock 5,600 17.6509 11/12/2024
Purchase of Class A Common Stock 5,633 18.0025 11/12/2024
Purchase of Class A Common Stock 28,000 17.6704 11/12/2024
Purchase of Class A Common Stock 28,000 17.5713 11/13/2024
Purchase of Class A Common Stock 19,488 17.4800 11/14/2024
Purchase of Class A Common Stock 1,724 17.4315 11/20/2024
Purchase of Class A Common Stock 34,160 17.4807 11/20/2024
Purchase of Class A Common Stock 32,879 17.5141 11/20/2024
Purchase of Class A Common Stock 303 17.5950 11/21/2024
Purchase of Class A Common Stock 8,568 17.7988 11/21/2024
Purchase of Class A Common Stock 12,673 17.7605 11/21/2024
Exercise of Forward Contract 302,538 18.1143 11/21/2024
Exercise of Forward Contract 482,935 15.9030 11/21/2024
Purchase of Class A Common Stock 22,400 17.4604 11/22/2024
Purchase of Class A Common Stock 33,600 17.5499 11/22/2024
Purchase of Class A Common Stock 21 17.4900 11/22/2024
Purchase of Class A Common Stock 16,800 17.4978 11/25/2024
Purchase of Class A Common Stock 16,800 17.4964 11/25/2024
Purchase of Class A Common Stock 8,400 17.5800 11/25/2024

CUSIP No. 42226K105

STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP

Purchase of Class A Common Stock 145 17.0750 10/09/2024
Purchase of Class A Common Stock 1,450 17.0800 10/09/2024
Purchase of Class A Common Stock 2,755 17.0966 10/09/2024
Purchase of Class A Common Stock 1,450 17.0800 10/10/2024
Purchase of Class A Common Stock 5,800 17.0622 10/10/2024
Purchase of Class A Common Stock 5,600 17.1299 11/01/2024
Purchase of Class A Common Stock 5,600 17.0841 11/06/2024
Purchase of Class A Common Stock 1,708 17.3441 11/07/2024
Purchase of Class A Common Stock 2,800 17.9650 11/11/2024
Purchase of Class A Common Stock 14,000 17.9248 11/11/2024
Purchase of Class A Common Stock 10,652 18.2690 11/12/2024
Purchase of Class A Common Stock 2,800 17.6509 11/12/2024
Purchase of Class A Common Stock 2,817 18.0025 11/12/2024
Purchase of Class A Common Stock 14,000 17.6704 11/12/2024
Purchase of Class A Common Stock 14,000 17.5713 11/13/2024
Purchase of Class A Common Stock 9,744 17.4800 11/14/2024
Purchase of Class A Common Stock 862 17.4315 11/20/2024
Purchase of Class A Common Stock 17,080 17.4807 11/20/2024
Purchase of Class A Common Stock 16,440 17.5141 11/20/2024
Purchase of Class A Common Stock 151 17.5950 11/21/2024
Purchase of Class A Common Stock 4,284 17.7988 11/21/2024
Purchase of Class A Common Stock 6,336 17.7605 11/21/2024
Exercise of Forward Contract 171,053 18.1143 11/21/2024
Exercise of Forward Contract 271,388 15.9015 11/21/2024
Purchase of Class A Common Stock 11,200 17.4604 11/22/2024
Purchase of Class A Common Stock 16,800 17.5499 11/22/2024
Purchase of Class A Common Stock 11 17.4900 11/22/2024
Purchase of Class A Common Stock 8,400 17.4978 11/25/2024
Purchase of Class A Common Stock 8,400 17.4964 11/25/2024
Purchase of Class A Common Stock 4,200 17.5800 11/25/2024

CUSIP No. 42226K105

STARBOARD X MASTER FUND LTD

Purchase of Class A Common Stock 950 17.0750 10/09/2024
Purchase of Class A Common Stock 9,500 17.0800 10/09/2024
Purchase of Class A Common Stock 18,050 17.0966 10/09/2024
Purchase of Class A Common Stock 9,500 17.0800 10/10/2024
Purchase of Class A Common Stock 38,000 17.0622 10/10/2024
Purchase of Class A Common Stock 37,200 17.1299 11/01/2024
Purchase of Class A Common Stock 37,200 17.0841 11/06/2024
Purchase of Class A Common Stock 11,346 17.3441 11/07/2024
Purchase of Class A Common Stock 18,600 17.9650 11/11/2024
Purchase of Class A Common Stock 93,000 17.9248 11/11/2024
Purchase of Class A Common Stock 70,756 18.2690 11/12/2024
Purchase of Class A Common Stock 18,600 17.6509 11/12/2024
Purchase of Class A Common Stock 18,710 18.0025 11/12/2024
Purchase of Class A Common Stock 93,000 17.6704 11/12/2024
Purchase of Class A Common Stock 93,000 17.5713 11/13/2024
Purchase of Class A Common Stock 64,728 17.4800 11/14/2024
Purchase of Class A Common Stock 5,725 17.4315 11/20/2024
Purchase of Class A Common Stock 113,460 17.4807 11/20/2024
Purchase of Class A Common Stock 109,207 17.5141 11/20/2024
Purchase of Class A Common Stock 1,004 17.5950 11/21/2024
Purchase of Class A Common Stock 28,458 17.7988 11/21/2024
Purchase of Class A Common Stock 42,092 17.7605 11/21/2024
Exercise of Forward Contract 1,010,661 18.1312 11/21/2024
Exercise of Forward Contract 1,584,708 15.9379 11/21/2024
Purchase of Class A Common Stock 74,400 17.4604 11/22/2024
Purchase of Class A Common Stock 111,600 17.5499 11/22/2024
Purchase of Class A Common Stock 72 17.4900 11/22/2024
Purchase of Class A Common Stock 55,800 17.4978 11/25/2024
Purchase of Class A Common Stock 55,800 17.4964 11/25/2024
Purchase of Class A Common Stock 27,900 17.5800 11/25/2024

CUSIP No. 42226K105

STARBOARD VALUE LP
(Through the Starboard Value LP Account)

Purchase of Class A Common Stock 555 17.0750 10/09/2024
Purchase of Class A Common Stock 5,550 17.0800 10/09/2024
Purchase of Class A Common Stock 10,545 17.0966 10/09/2024
Purchase of Class A Common Stock 5,550 17.0800 10/10/2024
Purchase of Class A Common Stock 22,200 17.0622 10/10/2024
Purchase of Class A Common Stock 24,200 17.1299 11/01/2024
Purchase of Class A Common Stock 24,200 17.0841 11/06/2024
Purchase of Class A Common Stock 7,381 17.3441 11/07/2024
Purchase of Class A Common Stock 12,100 17.9650 11/11/2024
Purchase of Class A Common Stock 60,500 17.9248 11/11/2024
Purchase of Class A Common Stock 46,030 18.2690 11/12/2024
Purchase of Class A Common Stock 12,100 17.6509 11/12/2024
Purchase of Class A Common Stock 12,171 18.0025 11/12/2024
Purchase of Class A Common Stock 60,500 17.6704 11/12/2024
Purchase of Class A Common Stock 60,500 17.5713 11/13/2024
Purchase of Class A Common Stock 42,108 17.4800 11/14/2024
Purchase of Class A Common Stock 3,725 17.4315 11/20/2024
Purchase of Class A Common Stock 73,810 17.4807 11/20/2024
Purchase of Class A Common Stock 71,043 17.5141 11/20/2024
Purchase of Class A Common Stock 653 17.5950 11/21/2024
Purchase of Class A Common Stock 18,513 17.7988 11/21/2024
Purchase of Class A Common Stock 27,382 17.7605 11/21/2024
Exercise of Forward Contract 586,786 17.5762 11/21/2024
Exercise of Forward Contract 935,307 17.4958 11/21/2024
Purchase of Class A Common Stock 48,400 17.4604 11/22/2024
Purchase of Class A Common Stock 72,600 17.5499 11/22/2024
Purchase of Class A Common Stock 47 17.4900 11/22/2024
Purchase of Class A Common Stock 36,300 17.4978 11/25/2024
Purchase of Class A Common Stock 36,300 17.4964 11/25/2024
Purchase of Class A Common Stock 18,150 17.5800 11/25/2024