Our officers, directors and director nominees are as follows: Name ​ ​ Age ​ ​ Position ​ Jay Bhatt ​ ​ 52 ​ ​ Chief Executive Officer, Chief Financial Officer and Director ​ John Newton ​ ​ 62 ​ ​ Chief Strategic Officer and Director Nominee ​ Antonio J. Aquilina ​ ​ 53 ​ ​ Chief Sourcing Officer ​ Tony Grout ​ ​ 51 ​ ​ Chief Technology Officer ​ Sally Baraka ​ ​ 44 ​ ​ Chief Administrative Officer ​ Steven Alesio ​ ​ 66 ​ ​ Director Nominee ​ Carol Bartz ​ ​ 72 ​ ​ Director Nominee ​ Carl Bass ​ ​ 63 ​ ​ Director Nominee ​ John R. Egan ​ ​ 63 ​ ​ Director Nominee ​ James Heppelmann ​ ​ 56 ​ ​ Director Nominee ​ Philip M. Pead ​ ​ 68 ​ ​ Director Nominee ​ Jay Bhatt, our chief executive officer, chief financial officer and director, is an experienced global technology leader and a former managing director/partner in the private equity investment space. Most recently, Jay served as chief executive officer and lead board member (and previous to this, one of the lead investors) of Alfresco Software, an open-source software company, from 2019 to 2020. Prior to this, Jay was a managing director and partner at Thomas H. Lee Partners, a large private equity investment firm and former majority owner of Alfresco, from 2016 to 2019, where he co-led technology and software investing. Prior to Thomas H. Lee Partners, Jay was president and chief executive officer at Blackboard Inc., a global educational technology company, and president and chief executive officer of Progress Software Corporation (NASDAQ: PRGS), a global infrastructure software company. Jay also spent many years at Autodesk, Inc. (NASDAQ: ADSK), a design, engineering and gaming software company, where he led the largest business unit (the Architecture, Engineering, & Construction Division). Prior to Autodesk, Jay was an investment banker at Montgomery Securities (now known as Bank of America Securities or BofA Securities). Jay started his career as a transactional attorney. Jay is a former board member of a number of private and public software companies, including Alfresco Software, Nextech, Juvare, Auction.com, Ten-X Commercial, MHS, Blackboard, and Progress Software. Additionally, Jay is a board member at a non-profit called Cradles to Crayons, which provides resources such as school supplies and clothing to homeless and low-income children. Jay has an undergraduate degree in arts & sciences from the University of Pennsylvania and a J.D. from the UCLA School of Law. Jay is a valuable member of our board due to his extensive experience in the technology sector and private equity experience. John Newton, our Chief Strategic Officer and a nominee for our board of directors, has had a 40-year career in information management and helped create the enterprise content management market. John co-founded Documentum (formerly NASDAQ: DCTM) in 1990 prior to EMC Corporation’s (formerly NYSE: EMC) acquisition of Documentum in 2003 for $1.7 billion. John then founded Alfresco Software, an open-source software company, in 2005, where he served as chief technology officer until 2020. Prior to Documentum, John was one of the founding engineers and the director of database development at Ingres Corporation, one of the first commercial relational database systems. In addition to his extensive experience founding and operating software companies, John has also been recognized as a leader in his field and holds numerous positions of influence and distinction. John was elected the Chairman and Fellow of the Information Management Industry Organization, AIIM, and named a Technology Pioneer at the World Economic Forum in Davos, Switzerland. John has been a board member of WeaveWorks, the leading GitOps innovator in Cloud Native Computing, since 2015. Additionally, John was Chairman and a Member of the Board of Alfresco Software from 2005 to 2017 and Activiti, Inc., a financial services technology company based in London and Boston, from 2002 to 2004. John was also a Trustee of the London International Festival of Theatre. John has a B.S. in electrical engineering and computer science from the University of California, Berkeley. John will be a valuable member of our board due to his extensive leadership experience in the technology sector and due to his experience founding two successful technology companies. 116 TABLE OF CONTENTS Antonio J. Aquilina, our chief sourcing officer, is an experienced corporate development and M&A executive with experience across the software industry. Previously, Tony served as a Business Development lead and Senior Advisor at Thomas H. Lee Partners, a private equity investment firm, a position he held from 2018 to 2020, and a member of the Board of Directors at Alfresco Software, a position he held from 2018 to 2019. Prior to his most recent roles, Tony served as Vice President of Corporate Development at Avid (NASDAQ: AVID), a computer software company that makes innovative technology and collaborative tools for artists and entertainers, in 2018. Tony also served as an Executive Advisor at Thomas H. Lee Partners from 2016 to 2018 and a Fund Advisor at Borealis Ventures, an investment firm, from 2016 to 2018. Additionally, Tony served as Senior Vice President of strategy and corporate development for Progress Software (NASDAQ: PRGS) from 2012 to 2015. Tony also held various corporate development roles at Autodesk (NASDAQ: ADSK) over the course of 6 years, and began his career at Hewlett-Packard (NYSE: HPQ) before spending almost 4 years as a Principal at Broadview International. Tony received a B.S.E. in Computer Science from Princeton University and a J.D. and M.B.A. from the University of California, Berkeley. Tony Grout, our chief technology officer, has significant experience leading software products for medical software, developer tools, communication and messaging products. Previously, from 2019 to 2021, Tony served as the Chief Product Officer at Alfresco Software, where he moved the product into the Gartner Leader Quadrant in 2020. Prior to his position at Alfresco, Tony lead the EMEA enterprise product field services team for Atlassian (NASDAQ: TEAM), a software development tools company, from 2017 to 2019, was Head of Agile/DevOps Transformation at Lloyds Banking Group (NYSE: LYS), a retail and commercial bank, from 2015 to 2017, Head of Product Agility Transformation at Scale at Skype, a digital messaging company, and also Head of Agile Product Transformation at Microsoft Lync (NASDAQ: MSFT), a digital messaging company, from 2013 until 2015, and held various positions at IBM (NYSE: IBM). Sally Baraka, our chief administrative officer, is a global C-level advisor for private equity backed and public software companies with expertise in international technology transactions, data privacy, M&A and IP monetization strategies. Sally has worked in a variety of roles across the software industry and most recently was General Counsel and Board Secretary at Alfresco Software in 2020. Prior to Alfresco, Sally was Senior Vice President and General Counsel at Paycor, a human resources software company, from 2018 to 2019, and Vice President and General Counsel of Sparta Systems from 2013 to 2018, Senior Commercial Counsel at Box, Inc. (NYSE: BOX) a digital storage company, from 2012 to 2013 and Senior Counsel at Qlik from 2009 to 2012. Sally has a B.S. in Computer and Information Sciences from Temple University and a J.D. from Temple University. Steven Alesio, a nominee for our board of directors, has more than 30 years of experience leading, transforming, and investing in public and private companies. From 2010 to 2017, Steve served as an operating partner at Providence Equity Partners L.L.C., a global asset management firm where he was chairperson of a number of their portfolio companies. Prior to joining Providence Equity, Steve served as chairman of the board and chief executive officer of Dun & Bradstreet Corporation (formerly NYSE: DNB), a provider of credit information on businesses and corporations, from 2005 to 2010. Steve joined Dun & Bradstreet in 2001 as senior vice president, was named President and Chief Operating Officer and elected to the board of directors in 2002. Prior to joining Dun & Bradstreet, Steve spent 19 years with the American Express Company (NYSE: AXP), a credit company, where he served in marketing and general management roles. Steve has been on the board of CDW Corporation (NASDAQ: CDW) since 1999, where he is a member of its compensation and nominating/corporate governance committees, serves as the board chair of Teaching Strategies, a private-equity owned education technology company, and on the board of Artius Acquisition, Inc. (NASDAQ: AACQ), a special purpose acquisition company, since 2020, where he is a member of its audit committee and compensation committee. Steve also served on the board of Alfresco Software. Steve is also the founding sponsor of two non-profit organizations in Newark, NJ focused on the development of inner-city youth. Steve has a bachelor’s degree from St. Francis College and an M.B.A. from the University of Pennsylvania’s Wharton Business School. Steve will be a valuable member of our board due to his experience on the board of public companies and his extensive experience within the education, technology and financial services industries. Carol Bartz, a nominee for our board of directors, has extensive experience leading complex global technology companies. Carol was the chief executive officer of Yahoo! (formerly NASDAQ: YHOO), a 117 TABLE OF CONTENTS news website and search engine, from 2009 to 2011. Prior to Yahoo!, Carol spent 14 years leading Autodesk, Inc. (NASDAQ: ADSK), a design and engineering and gaming software company, as chief executive officer and a member of its board, positions she held from 1992 to 2006, and then transitioned to a role as its Executive Chairman from 2006 to 2009. Earlier in her career, Carol held several business leadership positions at Sun Microsystems (formerly NASDAQ: SUNW), a computer sales company, as an executive officer of the company. Carol served as Chairman of the Board of Caliva, a cannabis company, since 2018, until it was acquired by Subversive Capital Acquisition Capital in the largest cannabis SPAC to date in January 2021, and led to the launch of The Parent Company, California’s largest vertically integrated cannabis operation, where Carol continues to serve on the board. Carol has served on many other public company boards, including Intel (NASDAQ: INTC), Cisco Systems (NASDAQ: CSCO), Cadence Design Systems (NASDAQ: CDNS), Airtouch (formerly NASDAQ: ATCH), BEA Systems (formerly NASDAQ: BEAS), NetAPP (NASDAQ: NTAP) and the NYSE. Carol has a B.Sc. in Computer Science from the University of Wisconsin, Madison. Carol will be a valuable member of our board due to her strong leadership style, her role as a prominent business leader in the technology sector, and her previous experience with a SPAC. Carl Bass, a nominee for our board of directors, is a board member for public technology companies and has held multiple executive roles in the technology industry. Carl has served as the lead independent director of Zendesk Inc. (NYSE: ZEN), a customer service software company, since 2016, where he is the chair of its compensation committee, and as a director at Box, Inc. (NYSE: BOX), a cloud software company, since 2020. Carl also serves on the board of directors of other technology companies including Arris Composites, Built Robotics, Bright Machines, Formlabs, nTopology and Planet Labs. Previously, Carl served as the president and chief executive officer of Autodesk, Inc. (NASDAQ: ADSK), a software company, from 2006 to 2017. Carl spent 24 years at Autodesk, where he held other executive positions including chief technology officer and chief operating officer. Prior to Autodesk, Carl co-founded Ithaca Software and Buzzsaw.com (both acquired by Autodesk). In the last five years, Carl served on the board of directors of Autodesk and Hewlett-Packard (NYSE: HPQ), a provider of software and technology. He also served on the board of E2open, Inc., a software company, until it was acquired by Insight Venture Partners in March 2015. Carl serves on the board of trustees of the California College of the Arts; and on the advisory boards of Cornell Computing and Information Science, UC Berkeley School of Information, and UC Berkeley College of Engineering. Carl has a B.A. in mathematics from Cornell University. Carl is a valuable member of our board due to his executive experience in the technology sector and public company board experience at technology companies. John R. Egan, a nominee for our board of directors, is a founding managing partner of Egan-Managed Capital, a Boston-based technology venture capital fund specializing in New England, information technology, early stage investments, and has been a managing partner of Carruth Associates, a financial services firm, since 1998. Jack was a member of the board of directors at EMC Corporation (formerly NYSE: EMC), a technology company, from 1992 to 2016, and served as the Chairman of the M&A Committee and Finance Committee. Additionally, Jack was an executive at EMC Corporation from 1986 to 1998, where he held positions such as executive vice president of operations, executive vice president of products and offerings, and executive vice president of sales and marketing. Jack has been on the board of NetScout Systems (NASDAQ: NTCT), a provider of application and network performance management products, since 2000, where he is currently lead director, and a member of its audit committee, finance committee and compensation committee, Progress Software Corporation (NASDAQ: PRGS), a business software company, since 2011, where he is currently the non-executive chairman and a member of its nominating and governance committee, Verint Systems (NASDAQ: VRNT), an analytics company, since 2012, where he is currently the lead director and chair of its corporate governance and nominating committee and a member of its compensation committee, and Trilio, Inc., a data protection company, since 2018. In the last five years, in addition to being a member of the board at EMC Corporation, Jack also served on the board of VMWare (NYSE: VMW), a software company. Jack is on the board of trustees of Boston College and Saint Columbkille Partnership School. Jack has a B.S. in computer science and marketing from Boston College. Jack will be a valuable member of our board due to his investment experience, public board experience, and experience within the technology and financial services industry. James Heppelmann, a nominee for our board of directors, has been the president and chief executive officer of PTC, Inc. (NASDAQ: PTC), a publicly-traded computer software company, since 2010 and is 118 TABLE OF CONTENTS responsible for driving PTC’s global business strategy and operations. Jim joined PTC in 1998 when the company acquired Windchill Technologies, where he was co-founder, chief technology officer, and vice president of marketing from 1996 to 1998. Since joining PTC, Jim has served in various leadership roles prior to his role as president and chief executive officer at PTC, including chief operating officer, chief product officer and chief technology officer. Previously, Jim served as chief technology officer of Metaphase Technology from 1992 to 1996 and held various positions at Control Data Corporation from 1985 to 1992. In addition to serving on PTC’s board of directors since 2008, Jim has served on the board of directors of Sensata Technologies Holding plc (NYSE: ST), an automotive and industrial sensor company, since 2014. Jim is also a member of the Massachusetts Technology Leadership Council’s Board of Trustees, and serves on the Dean’s advisory board at the University of Minnesota College of Science and Engineering. Jim has a bachelor’s degree in mechanical engineering from the University of Minnesota. Jim will be a valuable member of our board due to his extensive leadership experience in the technology industry and public company board experience. Philip M. Pead, a nominee for our board of directors, is a technology executive, advisor, and board member with over forty years of leadership experience in the healthcare IT and software industries. Phil served as the president and chief executive officer of Progress Software Corporation (NASDAQ: PRGS), a global infrastructure software company, from 2012 to 2016, and served as its interim chief executive officer in 2012 and as its non-executive chairman from 2011 to 2012. Prior to that, Phil served as chairman of the board of directors of Allscripts Healthcare Solutions, Inc. (NASDAQ: MDRX), a healthcare company, from 2010 to 2012, following Allscripts’ acquisition of Eclipsys Corporation, where he had served as president and chief executive officer from 2009 to 2010. Phil also served as the president and chief executive officer of Per-Se Technologies (NASDAQ: PSTI), a revenue cycle and pharmacy software company, from 2000 until its acquisition by McKesson in 2007. Phil has served as a managing partner of Beacon Point Partners, LLC, an investment firm, since 2007. Phil has served on the board of Change Healthcare (NASDAQ: CHNG), a healthcare company, since 2017, and served on its legacy company’s board from 2012 until 2017 and 2009 until 2011, where he is a member of its audit committee and chair of its compliance committee, and on the board of Modernizing Medicine, a healthcare company, since 2018, where he is a member of its compensation committee and is the chair of its compliance committee. Phil serves on the board of directors and as secretary of the Posse Foundation, a non-profit that is focused on expanding the pool from which top colleges and universities can recruit young leaders from diverse backgrounds. Phil is the founding chairman of the Posse Foundation in Atlanta. Phil has an undergraduate degree in Economics from the University of London. Phil will be a valuable member of our board due to his extensive leadership experience in the technology and healthcare IT sector, public board experience and investment experience. Number and Terms of Office of Officers and Directors Our board of directors is divided into three classes, with only one class of directors being elected in each year, and with each class (except for those directors appointed prior to our first annual general meeting of shareholders) serving a three-year term. In accordance with the Nasdaq corporate governance requirements, we are not required to hold an annual general meeting until one year after our first fiscal year end following our listing on Nasdaq. The term of office of the first class of directors, consisting of                 and                 , will expire at our first annual general meeting of shareholders. The term of office of the second class of directors, consisting of                 and                 , will expire at our second annual general meeting of shareholders. The term of office of the third class of directors, consisting of                 and                 , will expire at our third annual general meeting of shareholders. Prior to the completion of an initial business combination, any vacancy on the board of directors may be filled by a nominee chosen by holders of a majority of our founder shares. In addition, prior to the completion of an initial business combination, holders of a majority of our founder shares may remove a member of the board of directors for any reason. Pursuant to an agreement to be entered into on or prior to the closing of this offering, our sponsor,