Exhibit 99.1
Name and Address of Reporting Person: |
Neos Partners, LP |
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12400 High Bluff Drive, Suite 650 |
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San Diego, CA 92130 |
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Issuer Name and Ticker or Trading Symbol: |
Forgent Power Solutions, Inc. [FPS] |
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Date of Earliest Transaction to be Reported |
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(Month/Day/Year): |
February 9, 2026 |
Footnotes to Form 4
(1) This report is filed by the following Reporting Persons: Neos Partners, LP (“Neos Partners”); Neos Partners GP, LLC; Neos Partners I GP LLC; Neos Partners I LP; Neos Partners I-A LP; Neos Partners I-B LP; Neos Partners I Expansion LP; Neos Partners I Expansion GP LLC; Forgent Parent I LP; Forgent Parent I GP LLC; Forgent Parent II LP; Forgent Parent II GP LLC; Forgent Parent III LP; Forgent Parent III GP LLC; Forgent Parent IV LP; Forgent Parent IV GP LLC (collectively with their affiliates, the “Neos Entities”); Peter Jonna; Trey Bivins; Frank Cannova; Serge Gofer and David Savage. This Form 4 is in three identical parts and is jointly filed with the Reporting Persons in all parts. See Remarks.
(2) Pursuant to the Second Amended & Restated Limited Liability Company Agreement of Forgent Power Solutions LLC, dated as of February 4, 2026, Opco LLC Interests (as defined therein) held by the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, or, at the Issuer’s election, a cash payment, in each case, subject to certain exceptions, conditions and adjustments. The Opco LLC Interests have no expiration date.
(3) Represents the redemption and exchange of 1,369,528 Opco LLC Interests held by Forgent Parent II LP and 1,118,436 Opco LLC Interests held by Forgent Parent III LP (and the cancellation of an equal number of shares of Class B common stock of the Issuer held by such entities) for an equal number of shares of Class A common stock of the Issuer to be sold pursuant to the underwriters’ exercise of their over-allotment option (the “Greenshoe Redemption”) in connection with the public offering of the common stock of the Issuer pursuant to the prospectus dated February 4, 2026, and accompanying registration statement on Form S-1 (File No. 333-292632) (the “IPO”).
(4) Represents shares of Class A common stock directly held following the Greenshoe Redemption as follows: 171,415,933 by Forgent Parent I LP; 1,369,528 by Forgent Parent II LP; 1,118,436 by Forgent Parent III LP; and 3,431,748 by Forgent Parent IV LP.
(5) Represents shares of Class A common stock sold pursuant to the Greenshoe Redemption as follows: 5,796,000 by Forgent Parent I LP; 1,369,528 by Forgent Parent II LP; 1,118,436 by Forgent Parent III LP; and 116,036 by Forgent Parent IV LP.
(6) Represents a price per share equal to the public offering price of $27 per share, net of underwriting discounts and commissions.
(7) Following the reported transactions, Neos Partners manages funds that directly hold shares of Class A common stock of the Issuer as follows: (i) 165,619,933 by Forgent Parent I LP; and (ii) 3,315,712 by Forgent Parent IV LP.
(8) Represents previously granted restricted stock unit (“RSU”) awards in respect to the Issuer’s Class A common stock that vest on the earlier of (a) the first anniversary of the grant date and (b) the day immediately prior to the Company’s first annual meeting following the grant date, subject to the Neos Directors’ continued service with on the Issuer’s board of directors and the terms of the applicable award agreement, as follows: 12,808 to Peter Jonna; 8,487 to Trey Bivins; 8,487 to Frank Cannova; 8,487 to Serge Gofer; and 8,487 to David Savage. RSUs granted by the Issuer