Our officers, directors and director nominees are as follows: Name ​ ​ Age ​ ​ Position ​ R. Todd Bradley ​ ​ ​ ​ 62 ​ ​ ​ Co-Chairman of the Board of Directors and Chief Executive Officer ​ James Koven ​ ​ ​ ​ 47 ​ ​ ​ Co-Chairman of the Board of Directors ​ Jessica Marion ​ ​ ​ ​ 41 ​ ​ ​ Chief Financial Officer and Secretary ​ Gregory Belinfanti ​ ​ ​ ​ 46 ​ ​ ​ Director Nominee ​ Paul (Chip) Schorr ​ ​ ​ ​ 53 ​ ​ ​ Director Nominee ​ David Lippin ​ ​ ​ ​ 38 ​ ​ ​ Executive Vice President ​ Brad Coppens ​ ​ ​ ​ 39 ​ ​ ​ Executive Vice President ​ Jordan Lawrie ​ ​ ​ ​ 32 ​ ​ ​ Vice President ​ Lori Lutey ​ ​ ​ ​ 56 ​ ​ ​ Director Nominee ​ Robert Sivitilli ​ ​ ​ ​ 48 ​ ​ ​ Director Nominee ​ Neil Kurtz, M.D ​ ​ ​ ​ 70 ​ ​ ​ Director Nominee ​ Emiko Higashi ​ ​ ​ ​ 62 ​ ​ ​ Director Nominee ​ R. Todd Bradley, our Co-Chairman and Chief Executive Officer since our formation, is also an Operating Partner at OEP Capital Advisors, L.P. (“OEP”), a middle market private equity firm formed in 2001. Mr. Bradley joined OEP in 2020 and is an Operating Partner based in New York. Mr. Bradley has extensive executive experience and works with OEP’s investment teams to identify operational excellence opportunities within the firm’s portfolio and with respect to new investments. Mr. Bradley is also currently a member of the Board of Directors of Mattel (NASDAQ: MAT), Commvault (NASDAQ: CVLT), Kodak (NYSE: KODK), and previously served on the Board of Directors of TrueCar, Inc. (NASDAQ: TRUE). Prior to joining OEP, Mr. Bradley served as CEO of mobile commerce and payments solutions at Mozido from 2016 to 2017 (acquired in 2017). Before Mozido, he was President of TIBCO Software, Inc., a global leader in enterprise infrastructure software, where he led its worldwide expansion and transitioned the business model to software-as-a-service in 2014 (acquired in 2014). Previously, from 2005 to 2014, Mr. Bradley was a senior executive at Hewlett-Packard where he headed the Personal Systems and Printing division that designs, produces, and sells PCs, workstations, and printers. Mr. Bradley has also held senior management positions at GE Capital, Palm Inc., Gateway, and AC Nielsen. He earned his BS in Business Administration from Towson University. Mr. Bradley is well qualified to serve as director due to his experience in public and private company board governance, as well as his extensive background in senior management. James Waring Koven is our Co-Chairman. Mr. Koven joined OEP in 2001 and is a Senior Managing Director. During his tenure at OEP, Mr. Koven has worked on a number of investments in the industrial and business services industries and has led several of OEPs transactions. Mr. Koven is currently a member of the Board of Directors of W.W. Williams, Merfish United and MediaKind and has previously been a member of the Board of Directors of Carlson Wagonlit Travel, Polaroid, Global Packaging Corporation N.V., Travel Leaders Group, LLC, Genband, Inc., ANXeBusiness Corp. (“ANX”), Vertrue LLC, NuArx, Inc. and Zodiac Systems Inc. Prior to joining OEP, Mr. Koven worked at Crowley Maritime Corporation and Wm Sword & Co. Mr. Koven is co-Chairman of the National Rowing Foundation, a non-profit that provides funding for the U.S. Olympic Rowing team, and is Steward at Henley Royal Regatta and a Steward of Brown University Crew. Mr. Koven received his A.B. in Mechanical Engineering from Brown University in 1995. Jessica Marion, our Chief Financial Officer and Secretary, also serves as the Chief Financial Officer of OEP, a role she has held since October 2014. Ms. Marion joined OEP in 2001 and during her tenure at OEP, she has also held various positions including Accounting Manager and Controller. Between 2007 and 2012 she also worked for Private Equity Fund Services, the JPMorgan Fund Administration business as a Senior Fund Manager. Ms. Marion received her B.S. in finance from the University of Illinois Champaign-Urbana and her M.S. in accounting from the University of Illinois at Chicago. 111 TABLE OF CONTENTS Gregory Belinfanti has agreed to serve on our Board of Directors. Mr. Belinfanti joined OEP in 2006 and is a Senior Managing Director. During his tenure at OEP, Mr. Belinfanti has worked on a number of investments in the healthcare and business services industries and has led many of OEP’s healthcare transactions. Mr. Belinfanti is currently a member of the Board of Directors of The Results Companies, LLC, Simplura Health Group, OneLink, PS Logistics, LLC, Ernest Health, Inc., and AMT, and has previously been a member of the Board of Directors of Apollo Health Street, ArthroCare, Celltrion Healthcare (KOSAQ: A091990), Expert Global Solutions, Inc. (“EGS”), Prodigy Health Group, Inc., and Systagenix Wound Management Ltd. Prior to joining OEP, Mr. Belinfanti served as a Vice President in the Investment Banking division of Lehman Brothers, specializing in Global Healthcare. Mr. Belinfanti received his B.A. in Politics from New York University and his J.D. from Harvard University. We believe Mr. Belinfanti’s extensive expertise leadership and knowledge in the healthcare and business services industries, as well as his private and public company board experience, make him well qualified to serve as a member of our Board of Directors. Paul Carl (Chip) Schorr IV has agreed to serve on our Board of Directors. Mr. Schorr is a Senior Managing Director at OEP. From 2011 to 2015, Mr. Schorr served as Chairman and Managing Partner of Augusta Columbia Capital, a private equity firm of which he was a founder, which was acquired by OEP in 2015. In addition, Mr. Schorr was a Senior Managing Director at The Blackstone Group Inc. from 2005 to 2011, where he served as the Global Head of Technology Investing. Mr. Schorr was also a Managing Partner at Citigroup Venture Capital Equity Partners from 1996 to 2005. Since 2010, Mr. Schorr has served on the Board of Directors of Ameritas Mutual Holding Company and Ameritas Life Insurance Corp. Mr. Schorr currently also serves on the Board of Directors of Allegro Microsystems, LLC, Computer Design & Integration LLC (CDI), ePAK International, Inc., Infobip, Orion Business Innovation, Rizing, LLC, and Spartronics. Mr. Schorr has served on the Board of Directors of Emso Asset Management Limited, a London-based alternative asset manager focused on emerging markets, since 2014 and has served on the board nominating committee of Crayon Group Holding ASA, a Norwegian public company specializing in IT and digital transformation services since 2020. Mr. Schorr also serves on the Board of Directors of various non-profit organizations including Jazz at Lincoln Center, Snowmass Village Chapel and the Whitney Museum in New York City. Mr. Schorr received a B.S.F.S. from The School of Foreign Service of Georgetown University in 1989. Mr. Schorr received his M.B.A. from Harvard Business School in 1993. We believe Mr. Schorr’s extensive experience in leadership positions at financial institutions and his knowledge and insight in the technology sector, as well as his private and public company board experience, make him well qualified to serve as a member of our Board of Directors. Lori Lutey has agreed to serve on our Board of Directors. Ms. Lutey also serves on the Board of Directors of Tailwind Smith Cooper Holding Corporation as the Audit Committee Chair, Myers Industries, Inc. (NYSE: MYE) on the Audit Committee and Nominating & Governance Committee, and PS Logistics, LLC as the Audit Committee Chair. From 2011 to 2018 Ms. Lutey was the Executive Vice President and CFO of Schneider National, Inc. Previously, Ms. Lutey held several Vice President positions at FedEx Corporation, including Vice President of Finance and Administration. Ms. Lutey holds a B.S. in Business Administration from Tennessee Technological University and an M.B.A. from the University of Memphis. We believe Ms. Lutey’s extensive experience in finance, as well as with corporate board governance, make her well qualified to serve as a member of our Board of Directors. Robert Sivitilli has agreed to serve on our Board of Directors. Since January 2017, Mr. Sivitilli has served as founding member of Stone Camel, LLC, an international venture investment and consulting firm. Since April, 2018, Mr. Sivitilli has served on the Board of Directors of ePAK International, Inc. From February, 2017 through May, 2019, Mr. Sivitilli served on the Board of Directors of Anvil International, LLC. From 1996 through his retirement from the firm in 2014, Mr. Sivitilli was an investment banker at J.P. Morgan, serving as Managing Director in various leadership roles including Head of Mergers and Acquisitions (M&A) for Asia, Chairman of the Capital Commitments Committee for Asia, and in Diversified Industries Client Coverage in North America. Mr. Sivitilli was awarded an M.B.A. in Finance and Accounting from the University of Chicago Booth School of Business and holds a B.A. in Economics from Rollins College. We believe Mr. Sivitilli’s extensive experience in M&A origination and structuring, capital markets execution, and his prior board experience, make him well qualified to serve as a member of our Board of Directors. 112 TABLE OF CONTENTS Neil Kurtz, M.D. has agreed to serve on our Board of Directors. Dr. Kurtz also serves as the Chairman of the Board for Vineti, Inc., and as a Senior Advisor in Healthcare Services at Guggenheim Securities LLC. Dr. Kurtz has previously served on the Board of Directors of Medidata Solutions, Inc. and on the Board of Directors of Team Health Holdings Inc. From 2008 to 2019, Dr. Kurtz served as the CEO of Golden Living, LLC. From 2003 to 2008, Dr. Kurtz served as the CEO and member of the Board of Directors of Torrey Pines Pharmaceuticals, Inc. From 1995 to 2000, Dr. Kurtz served as CEO of Worldwide Clinical Trials, LLC. Dr. Kurtz has also held senior roles at Ingenix Pharmaceutical Services Inc., Boots Pharmaceuticals Inc., Bayer AG (XTRA: BAYN), Bristol-Myers Squibb (NYSE: BMY), and Merck & Co., Inc. (NYSE: MRK). Dr. Kurtz holds a Research Doctorate in Pharmacology from the University of California, Los Angeles, an M.D. in Neuroscience from the Medical College of Wisconsin, a B.A. in Psychology from New York University, and Dr. Kurtz is licensed to practice medicine in the State of California. We believe Dr. Kurtz’ extensive experience in company board and leadership roles make him well qualified to serve as a member of our Board of Directors. Emiko Higashi has agreed to serve on our Board of Directors. Ms. Higashi also currently serves on the Board of Directors for Sanken Electric Co., Ltd., Rambus Inc. (NASDAQ: RMBS), Harvard Business School Global Advisory Board, Takeda Pharmaceutical Inc (TSE: 4502), Tara Health Foundation, and KLA-Tencor Corporation (NASDAQ: KLAC). Ms. Higashi is also the founder and a Managing Director of Tomon Partners, LLC, a firm specializing in M&A and strategic advisory for technology and healthcare companies. From 2016 to 2019, Ms. Higashi served on the Board of Directors of MetLife Insurance K.K. (a subsidiary of MetLife, Inc. (NYSE: MET). From 2014 to 2017, Ms. Higashi served on the Board of Directors of InvenSense Inc. From 2013 to 2017, Ms. Higashi served on the Board of Directors of Zeptor Inc.. Previously, Ms. Higashi served on the Board of Directors of Stentor Software and of Zen Research, as the CEO of Gilo Ventures, LLC, a Managing Director in the investment banking division of Merrill Lynch & Co., a Director at Wasserstein Perella & Co, Inc., an Associate at Lehman Brothers, Inc, a Consultant at McKinsey & Company, Inc., and a financial analyst at Mobil Sekiyu K.K. Ms. Higashi holds a B.A. in Communications from International Christian University in Tokyo and an M.B.A. from Harvard Business School. We believe Ms. Higashi’s extensive experience in company board and leadership roles across a variety of industries make her well qualified to serve as a member of our Board of Directors. David Lippin has served as an Executive Vice President since September 2020. Mr. Lippin also currently serves as a Managing Director and the Head of Investor Relations at OEP. Prior to joining OEP, Mr. Lippin worked at Sun Capital Partners where he led investor relations activities including working closely with limited partners, managing the firm’s public relations efforts, raising capital, and additional strategic initiatives. Before joining Sun Capital, Mr. Lippin was an investment professional at GoldPoint Partners where he completed mezzanine investments, private equity fund investments, and equity co-investments. Prior to GoldPoint, Mr. Lippin worked at First Manhattan Consulting Group, providing business strategy and due diligence to private equity firms and financial institutions. Mr. Lippin received a B.A. in Economics from Harvard College. Brad Coppens has served as an Executive Vice President since September 2020. Mr. Coppens also currently serves as a Managing Director at OEP. During his tenure at OEP, Mr. Coppens has focused on and completed numerous investments in the healthcare and technology-enabled services industries. From 2012 to 2014, Brad lived in São Paulo, Brazil and led OEP’s prior investing efforts in the region. Mr. Coppens is a member of the Boards of Directors of AdaptHealth Corp (Nasdaq: AHCO), AMT, Ernest Health, Inc., OneLink, The Results Companies, LLC and Simplura Health Group. Mr. Coppens was previously a member of the Boards of Directors of Allied S.A., Portal de Documentos S.A., Prodigy Health Group, Inc., Systagenix Wound Management Limited, Wow! Nutrition Ltda, Cless Comercio de Cosmeticos S.A., Unicoba Industria de Componentes Eletronicos e Informatica Ltda and X-Rite, Incorporated. Mr. Coppens was also deeply involved in OEP’s investments in ArthroCare Corporation and Wright Medical Group N.V. (Nasdaq: WMGI). Prior to joining OEP, Mr. Coppens worked in the investment banking division of JPMorgan in the mergers and acquisitions group where he focused on healthcare and various other industries. Mr. Coppens is actively involved in a number of non-profit organizations and serves as a board member of The TEAK Fellowship. Mr. Coppens received his B.B.A. from the Stephen M. Ross School of Business at the University of Michigan, where he graduated with high distinction. Jordan Lawrie has served as a Vice President since September 2020. Mr. Lawrie also currently serves as an Associate at OEP. During his tenure at OEP, Mr. Lawrie has focused on investments in the industrials 113 TABLE OF CONTENTS and technology sectors. Prior to joining OEP, Mr. Lawrie was a Vice President in the investment banking division of Barclays where he focused on advising on capital markets transactions. Mr. Lawrie is the secretary and currently serves on the board of directors of ORS Medco. Mr. Lawrie received a B.S. in Finance from Lehigh University in 2011 and an M.B.A. with a double major in Finance and Management from The Wharton School of the University of Pennsylvania in 2020. Number and Terms of Office of Officers and Directors We intend to have seven directors upon completion of this offering. Our board of directors will be divided into three classes with only one class of directors being elected in each year and each class (except for those directors appointed prior to our first annual meeting of stockholders) serving a three-year term. The term of office of the first class of directors, consisting of Robert Sivitilli and Neil Kurtz, will expire at our first annual meeting of stockholders. The term of office of the second class of directors, consisting of Lori Lutey, James Koven and Emiko Higashi, will expire at the second annual meeting of stockholders. The term of office of the third class of directors, consisting of R. Todd Bradley, Paul Carl (Chip) Schorr IV and Gregory Belinfanti, will expire at the third annual meeting of stockholders. We may not hold an annual meeting of stockholders until after we consummate our initial business combination. 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 concurrently with the issuance and sale of the securities in this offering, our sponsor, upon consummation of an initial business combination, will be entitled to nominate three individuals for election to our board of directors so long as the sponsor and its permitted transferees continue to hold at least 50% of the number of founder shares held by the sponsor immediately prior to closing of this offering and after any forfeiture of its founder shares. Our officers are appointed by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of office. Our board of directors is authorized to appoint persons to the offices set forth in our bylaws as it deems appropriate. Our bylaws provide that our officers may consist of a Chief Executive Officer, a Chief Financial Officer, a Secretary and such other officers (including without limitation, a Chairman of the Board, Presidents, Vice Presidents, Assistant Secretaries and a Treasurer) as the Board from time to time may determine. Director Independence Nasdaq listing standards require that a majority of our board of directors be independent. An “independent director” is defined generally as a person other than an officer or employee of the company or its subsidiaries or any other individual having a relationship which in the opinion of the company’s board of directors, would interfere with the director’s exercise of independent judgment in carrying out the responsibilities of a director. Our board of directors has determined that each of Lori Lutey, Robert Sivitilli, Neil Kurtz and Emiko Higashi are “independent directors” as defined in the Nasdaq listing standards and applicable SEC rules. Our independent directors will have regularly scheduled meetings at which only independent directors are present. Officer and Director Compensation None of our officers or directors have received any cash compensation for services rendered to us. Commencing on the date that our securities are first listed on Nasdaq through the earlier of consummation of our initial business combination and our liquidation, we have agreed to pay an affiliate of our sponsor a total of $10,000 per month for office space, utilities, secretarial support and administrative services. Upon completion of our initial business combination or our liquidation, we will cease paying these monthly fees. In addition, our sponsor, executive officers and directors, or any of their respective affiliates, will be reimbursed for any out-of-pocket expenses incurred in connection with activities on our behalf such as identifying potential target businesses and performing due diligence on suitable business combinations. Our audit committee will review on a quarterly basis all payments that were made to OEP, our sponsor, officers or directors, or our or their affiliates. 114 TABLE OF CONTENTS After the completion of our initial business combination, directors or members of our management team who remain with us may be paid consulting or management fees from the combined company. All of these fees will be fully disclosed to stockholders, to the extent then known, in the proxy solicitation or tender offer materials (as applicable