#1evolv technology The Human Security Company Investor Presentation March 2021#2Disclaimer About this Presentation This presentation is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination (the "proposed business combination") between Evolv Technologies, Inc. (the "Company") and NewHold Investment Corp. ("NewHold" or "NHIC") and related transactions and for no other purpose. The information contained herein does not purport to be all-inclusive and none of NHIC, the Company or its representatives or affiliates makes any representation or warranty, express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. This Presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Business Combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any securities. No such offering of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. You should not construe the contents of this Presentation as legal, tax, accounting or investment advice or a recommendation. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein, and, by accepting this Presentation, you confirm that you are not relying upon the information contained herein to make any decision. The distribution of this Presentation may also be restricted by law and persons into whose possession this Presentation comes should inform themselves about and observe any such restrictions. The recipient acknowledges that it is (a) aware that the United States securities laws prohibit any person who has material, non-public information concerning a company from purchasing or selling securities of such company or from communicating such information to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities, and (b) familiar with the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the "Exchange Act"), and that the recipient will neither use, nor cause any third party to use, this Presentation or any information contained herein in contravention of the Exchange Act, including, without limitation, Rule 10b-5 thereunder. This Presentation and information contained herein constitutes confidential information and is provided to you on the condition that you agree that you will hold it in strict confidence and not reproduce, disclose, forward or distribute it in whole or in part without the prior written consent of the Company and is intended for the recipient hereof only. Use of Projections This Presentation contains financial forecasts for the Company with respect to certain financial results for the Company's fiscal years 2021 through 2025. The Company's independent auditors have not audited, studied, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this Presentation. These projections are forward-looking statements and should not be relied upon as being necessarily indicative of future results. In this Presentation, certain of the above-mentioned projected information has been provided for purposes of providing comparisons with historical data. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this Presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Financial Information; Non-GAAP Measures The financial information and data contained in this Presentation is unaudited and does not conform to Regulation S-X. Such information and data may not be included in, may be adjusted in or may be presented differently in the registration statement to be filed relating to the Business Combination and the proxy statement/prospectus contained therein. This Presentation also includes certain financial measures not presented in accordance with generally accepted accounting principles ("GAAP") including, but not limited to, EBITDA and certain ratios and other metrics derived therefrom. The Company defines EBITDA as operating income plus depreciation and amortization expenses. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company's presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. This Presentation also includes certain projections of non-GAAP financial measures. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included. Industry and Market Data In this Presentation, the Company relies on and refer to certain information and statistics obtained from third-party sources which they believe to be reliable. The Company has not independently verified the accuracy or completeness of any such third-party information. Trademarks This Presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this Presentation may be listed without the TM, SM O or symbols, but the Company will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. Ⓡ evolv technology 2#3Disclaimer (Cont.) Forward Looking Statements This document contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between NewHold Investment Corp. ("NewHold") and Evolv Technologies, Inc. ("Evolv"). These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of NewHold's securities, (iii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the Agreement and Plan of Merger, dated as of March 5, 2021 (the "Merger Agreement"), by and among NewHold, Evolv and NHIC Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of NewHold, by the stockholders of NewHold, the satisfaction of the minimum trust account amount following redemptions by NewHold's public stockholders and the receipt of certain governmental and regulatory approvals, (iv) the lack of a third party valuation in determining whether or not to pursue the transaction, (v) the inability to complete the PIPE investment in connection with the transaction, (vi) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, (vii) the effect of the announcement or pendency of the transaction on Evolv Aviation's business relationships, operating results and business generally, (viii) risks that the proposed transaction disrupts current plans and operations of Evolv and potential difficulties in Evolv employee retention as a result of the transaction, (ix) the outcome of any legal proceedings that may be instituted against Evolv or against NewHold related to the Merger Agreement or the transaction, (x) the ability to maintain the listing of NewHold's securities on a national securities exchange, (xi) the price of NewHold's securities may be volatile due to a variety of factors, including changes in the competitive and highly regulated industries in which NewHold plans to operate or Evolv operates, variations in operating performance across competitors, changes in laws and regulations affecting NewHold's or Evolv's business and changes in the combined capital structure, (xii) the ability to implement business plans, forecasts, and other expectations after the completion of the transaction, and identify and realize additional opportunities, and (xiii) the risk of downturns and a changing regulatory landscape in Evolv's highly competitive industry. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of NewHold's registration on Form S-1 (File No. 333-239822), the registration statement on Form S-4 discussed above and other documents filed by NewHold from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and except as required by law NewHold and Evolv assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither NewHold nor Evolv gives any assurance that either NewHold or Evolv or the combined company will achieve its expectations. Any financial projections in this communication are forward-looking statements that are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond NewHold's and Evolv's control. While all projections are necessarily speculative, NewHold and Evolv believe that the preparation of prospective financial information involves increasingly higher levels of uncertainty the further out the projection extends from the date of preparation. The assumptions and estimates underlying the projected results are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the projections. The inclusion of projections in this communication should not be regarded as an indication that NewHold and Evolv, or their representatives, considered or consider the projections to be a reliable prediction of future events. Important Information for Investors and Stockholders This document relates to a proposed transaction between NewHold and Evolv. This document does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. NewHold intends to file a registration statement on Form S-4 with the SEC, which will include a document that serves as a prospectus and proxy statement of NewHold, referred to as a proxy statement/prospectus. A proxy statement/prospectus will be sent to all NewHold stockholders. NewHold also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of NewHold are urged to read the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction. Investors and security holders will be able to obtain free copies of the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by NewHold through the website maintained by the SEC at www.sec.gov. Participants in the Solicitation NewHold and Evolv and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from NewHold's stockholders in connection with the proposed transaction. A list of the names of the directors and executive officers of NewHold and information regarding their interests in the business combination will be contained in the proxy statement/prospectus when available. You may obtain free copies of these documents as described in the preceding paragraph. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such other jurisdiction. evolv technology 3#4EXECUTIVE SUMMARY evolv Technology evolv technotoqu#5evolv technology The Leader in Touchless Security Screening Security as a Service 1 $20B TAM → $100B TAM - Disruptive Al based Security Company BREAKTHROUGH TECHNOLOGY CREATES BARRIERS TO ENTRY STRATEGIC PARTNERS ACCELERATE GROWTH evolv technology 2 SUBSCRIPTION BASED SAAS BUSINESS MODEL ICONIC CUSTOMER BASE STRONG ROI FOR CUSTOMERS ¹ Current products. 2 Includes contemplated products. LO 5#6Transaction Summary evolv technology Peter George Peter Faubert CEO NEWHOLD CEO CFO Kevin Charlton Charlie Baynes- Adam Deutsch evolv technology Anil Chitkara Mike Ellenbogen Founder & Head of Founder & Chief Innovation Officer Corporate Development Reid COO CFO Neil Glat Board Member The Business Offering Valuation Capital Structure Selected Evolv Investors ● ● ● ● ● ● ● Disruptive Al-based security company 50M+ people screened by Evolv Systems 400+ units deployed NewHold Investment Corp. (NASDAQ:NHIC) is a special purpose acquisition company with $172.5M of cash in trust PIPE size of $300M Pro Forma enterprise value of $1.3B Attractively valued entry multiple: - - 2.2x 2025E revenue of $595M 5.6x 2025E EBITDA of $236M Existing Evolv shareholders will rollover 100% of equity The transaction will be funded with a combination of NewHold cash held in trust account, NewHold common stock and proceeds from the PIPE LUX PHIEST FINBACK INVESTMENT PARTNERS XXII BILL GATES GENERAL CATALYST MAMOTOROLA SOLUTIONS SINE WAVE DC Data VENTURES C Collective STANLEY Security 6#7Evolv – Unique Investment Opportunity 1 Disruptive Al Software Technology 2 3 4 5 6 7 evolv technology Global $20B TAM Diverse & Growing Customer Base High ROI for Customer Unique & Compelling Business Model Land & Expand City Strategy World Class Management Team Revolutionary Al software technology platform positions Evolv to disrupt the current analog physical security industry Potential accelerated customer adoption and add-on capabilities of software platform enables TAM to expand from ~$20B to ~$100B Blue-chip customer relationships across multiple markets including sports, tourism & entertainment Increases throughput and visitor experience while lowering customer costs and maintaining a secure environment Compelling economics driven by high margin, recurring, subscription-based SaaS revenue model Established presence in select high-risk cities creates proof points for geographic and vertical market expansion Industry veterans with decades of experience in cyber and physical security 7#8Transforming the Threat Detection & Security Markets Evolv's market leading, disruptive technology can screen 10X more people than legacy providers without sacrificing safety Any Given Sunday ... evolv technology COMEDY UBS ... SECURITY Evolv Solution 1 Six Flags Biltmore Estate HOUSE GARDENS + WINERY SECURITY 8#9Touchless Security Screening SECURITY evolv technology FOLIANT DEL C CHEVAL 12 SECURITY Dia All Dismiss Alert evolv technology Key Differentiators ✓ 10X faster than metal detectors ✓ Screens 3,600 visitors per hour ✓ Automatically differentiates weapons from personal items Detects concealed items on people and in bags Al / Machine Learning algorithm ✓ ✓ Highly effective security system = technology + people + process ✓ Touchless screening delivers superior customer experience ✓ Requires significantly fewer guards, generating up to 70% cost savings ✓ Easy to operate for mobility and outdoor use 9#10Evolv Customers — Iconic Global Brands LINCOLN for the CENTER Performing Arts dr.phillips center KRAVIS CENTER FOR THE PERFORMING ARTS LAS PITTSBURGH SYMPHONY ORCHESTRA L.L.Bean Wynn | Encore HELLO FRESH evolv technology VEGAS Uber INTERNATIONAL THE SPY MET world Coca-Cola A MUSEUM G GEORGIA AQUARIUM American Museum of Natural History New York-Presbyterian TEMPLE EMANU-EL HUDSON YARDS NEW YORK B THE BREAKERS PALM BEACH Biltmore Estate HOUSE GARDENS+ WINERY 18 space needle. ΜΑ/ STER Willis Tower CITY UBS CHICAGO Sex WHITE SOX B BIG NIGHT BROOKLYN FL Casane SPRINGSTEEN ON BROADWAY WALTER KERR THEATRE Florence 1 Schools Students first SCHOOL DISTRICT 227 RTHS FOCUSED ON STUDENTS SPARTANBURG COUNTY SCHOOL District 6 Six Flags HERSHEYPARK GENCE U.S. DEPT OF DEFENSE 10#11Significant Global Market Opportunity - $20B TAM WAREHOUSE, DISTRIBUTION & MANUFACTURING Mackage 116K sites HOSPITALITY & CASINOS 40K sites evolv technology ROSS PERFORMING ARTS & ENTERTAINMENT 10K sites HOSPITALS |||| 10K sites Source: CBES, EIA, NCES, SUSB and management estimates. TOURIST & CULTURAL INSTITUTIONS 5K sites HOUSES OF WORSHIP 12K sites SPORTS 1K sites EDUCATION 137K sites GOVERNMENT 26K sites OFFICE BUILDINGS 35K sites 11#12Highly Accomplished Management Team Fidelis Eybersecurity Peter George Chief Executive Officer 25+ years in Cybersecurity, Data Analytics, Forensics & SaaS crossbeam NORTEL REVEAL S AJ DeRosa Chief Revenue Officer 20+ years in SaaS 7+ years in Sensors & Al Orbital Insight SS&C EZE THOMSON REUTERS Owais Hassan VP of Engineering 25+ years in loT and Software GD SYCAMORE ERICSSON NETWORKS evolv technology paloalto Duke UNIVERSITY Mike Ellenbogen Founder & Chief Innovation Officer 25+ years in Physical Security Technology VIVID PerkinElmer Dana Loof Chief Marketing Officer 25+ years in Enterprise Tech 6+ years in Cybersecurity Symantec ORACLE Alec Rose Chief Scientist 10+ years in Sensors & Machine Learning PRATT SCHOOL of ENGINEERING OCO Business Analytics smiths detection Anil Chitkara Founder & Head of Corporate Development 20+ years in Software, SaaS and Analytics ptc accenture Neil Sandhoff VP of North America 20+ years in Physical Security & Defense CUBIC SAIC Steve Morandi VP of Product 25+ years in Tech 10+ years in loT & Analytics ptc Deloitte. (%) Peter Faubert Chief Financial Officer 20+ years in High Tech SeaChange vmware this TECHNOLOGY Eric Pyenson General Counsel GAMES BOSTON 25+ years in High Tech, Cybersecurity & Counterterrorism CARBON BLACK Sapient Liza Knapp Head of People 20+ years in High Performing Organizations JPMORGAN CHASE & CO. ✓ Proven leaders in disrupting both cyber and physical security sectors ✓ Experienced technology development team ✓ Entrepreneurial background throughout executive management team ✓ Deep bench supporting the executive team 12#13WHY EVOLV?#14Why Evolv? Unique disruptive technology that transforms the security experience Unmatched Security Superior Visitor Experience Significant Cost Savings evolv technology ● ● Automatically differentiates weapons from personal items concealed on people and in their bags Targeted threat location improves guard performance and overall security effectiveness Screens 3,600 visitors per hour as they pass through without stopping Touchless security screening reduces wait times and provides superior visitor experience Greater efficiency generating up to 70% reduction in costs Reduces physical footprint, reclaiming space for visitor experiences and revenue opportunities 14#15Agile Al-Based Screening System Automatically Differentiates Weapons from Personal Items evolv technology ) else } else if (a) ( for (i in e) if (r= t.apply(e[1], n), ra 11) break } else Learns Over Time for (;o 1; i++) if (r = t.call(e[1], 1, e[1]), r === !1) break for (i in e) if (r = t.call(e[i], i, e[1]), r === 1) break; return e }, trim: b && !b.call("\ufeff\u00a0") ? function(e) { return null=e?" : b.call(e) }: function(e) { return nulle?"*: (e+"").replace(C, **) }, makeArray: function(e, t) { var n= t || []; return null te && (M(Object(e)) ? x.merge(n, "string"==typeof e? [e]: e): h.call(n, interays function(e,t, n) ( SF (1) E if (a) return s.call(t, , n); for ( ngth, 20. ax(0₂) Expands to Screen Multiple Threats Including Elevated Body Temperature Visitors Arrival Analysis 2020 1.589,474 Delivers Analytics & Intelligence to the Venue 2019 Oc 2019 Dec 2020 Fab Sporting Events Science Events 2019 od 2020 12345678910111213 214 15 16 17 18 19 20 27 28 29 30 31 2019 824,113 Art Events ‒‒‒‒‒ Historical Events Concerts 123456789101112 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 tym 96.0 "F Location (All) Andover HS Boxford Middle Central Distric Bida East 12 Lighthouse Main St Potter Hall West HS Scanner Total Visitors 2,413,587 Visitors Daily Count 40K 30K Seek 20K Avg. Visitors 17,747 LOK DK 0.00 06/26/2020 09:18 Oct 30, 2019- BEBER dddddd Total Alerts 696,273 Лили Location(s) 12 wwwwww. Mar 13, 2020 Scanner(s) 15 15#16Unparalleled Technology Advantage IP Portfolio: ✓ Proprietary sensor design ✓ Metamaterial arrays ✓ Multi-frequency transmission and analysis ✓ Active and passive beam forming and steering ✓ Compressive reconstruction ✓ Automated threat detection algorithms Real time data flow and processing ✓ Multiple cameras for alert resolution Core Tech Patents (US) 7 evolv technology W Over 50 individual sensors in each Evolv Express® system Creates active scan zone ✓ Automatically calibrates for external noise and interference ✓ Collects 500,000 data points per scan ✓ Processes all data in less than one walking stride ✓ Registers threat against six cameras Delivers red / green answer on picture of visitor as they exit system Core Tech Patents (Int'l) 14 Licensed Patents 95 Proprietary Know-How: ✓ ✓ ✓ Unique RF operating frequencies to discriminate weapons from personal items Con Ops for high throughput operation Threat resolution through coordinated video streaming Automated real world system calibration Motion compensation Elimination of overhead structure Groundbreaking industrial design Captive Data Set O 50M+ scans 16#17Cortex Al Software is Revolutionizing Physical Security 00 00 .0 100 00 100 0 evolv technology 00 00 00 O .000 SENSOR NETWORK 1,000s of sensor-based inputs from Evolv Express Ⓡ 101010 010101 101010 010101 DATA INPUTS DATA ENGINE Data instantly aggregated, processed and served up to the algorithm O Evolv Cortex AI™ AI 40 AI THREAT CLASSIFIER ML-based algorithm trained to differentiate personal items from weapons ē G+ in P ↑ INTELLIGENCE CLOUD Remote storage, access and fusing of data from multiple sources to drive smart insights, remote monitoring, and operational excellence E APPLICATION LAYER Web, Mobile, Reporting Alerts/Notifications, Analysis Platform, AR/VR INTEGRATION API Integration to and from venue security, video, BMS infrastructure, enterprise data, social, Evolv Cloud 17#18Compelling Value Proposition for the Customer We estimate up to 70% lower cost to run the security operation than existing solutions, increasing security and improving customer experience Evolv Solution 10 Machines 60 Guards Cost per Scan = $0.11 evolv technology FOOTPRINT: 11 FEET wide MANPOWER: (6) Legacy Solution (22) 86 Machines 215 Guards -49.5 FEET wide (GUARDS + TABLES + WTMDs) Cost per Scan = $0.38 Note: Graphic, total cost reduction, and cost per scan methodology displayed above is representative of a professional sports scenario, per management estimates. Superior Customer ROI: $0.38 Cost per scan Legacy Solution $0.11 Cost per scan Evolv Solution Professional Sports Team expects to save over $600,000 per year with Evolv Express® compared to walk through metal detectors and manual bag checks. 18#19Mackage GROWTH STRATEGY NT Base spade SALE BOSS 4x7 Z.#20Rapid Customer Growth in City and Across Verticals Establish NYC presence, then expand into vertical segments in additional cities LINCOLN for the CENTER Performing Arts Strong Geographic Footprint Expanded Across Verticals Throughout U.S. Started in NYC with Lincoln Center for Performing Arts ✓ Expanded within NYC to tourist locations, museums, sports, hospitals and houses of worship ✓ Initial deals in these venues anchored expansion in these verticals outside NYC ✓ Lincoln Center Drove Expansion to 25 Additional Customers evolv technology 10 NYC Customers 15+ Vertical Expansion Customers Entertainment Tourist Additional Verticals NEW YORK CUSTOMERS BROOKLYN SPRINGSTEEN ON BROADWAY WALTER KERR THEATRE jazz/ HUDSON YARDS NEW YORK at lincoln center THE MET American Museum of Natural History TEMPLE EMANU-EL NewYork-Presbyterian EXPANSION: VERTICAL CUSTOMERS Kauffman Center FOR THE PERFORMING ARTS KRAVIS CENTER FOR THE PERFORMING ARTS G GEORGIA ABUARIUN CHICAGO S$₂ space needle. WHITE SOX PITTSBURGH SYMPHONY ORCHESTRA Billmore Estate HOUSE GARDENS + WINERY HERSHEYPARK BIG NIGHT dr.phillips center Willis Tower Uber HELLO FRESH 20#21Expanding the Market O O Large Market Population > 1M Medium Market Population <1M, >500K Small Market Population <500K evolv technology оо wan LAND TARGET VERTICAL Acquire Anchor Customer EXPAND ACROSS CITIES Templatize Current Successes in Major Cities - NYC, Atlanta & DC 50+ TARGETED CITIES CHANNEL ACTIVATION Use Direct "Touch" Sales Motion to Enable & Activate Channel STRATEGIC BEACHHEAD Land First Mover In Each Professional Sport & Global Entertainment Organization 21#22Evolv's Global Opportunity is Accelerated Through Partnerships Target Market Global Strategic Partners: evolv technology STANLEY Security Johnson Controls MOTOROLA SOLUTIONS Regional Channel Partners: D-TECH KKPRIME TECHNOLOGIES -Enhancing Customer Experiences PRIME NSC SWEDEN PT. Tri Sinergi Sejahtera 5 stone SECRBRY TARGET DISTRIBUTING FRANKLIN TECHNOLOGIES & SECURITY NASC PLUGOUT vti security C Secureflight LTD SWN TTIT Trusted Partner of Security 22#23Global Strategic OEM Partnership Motorola Solutions Branded Premium Products Powered by Evolv ✓ Integrated into Motorola Solutions product portfolio to provide an industry first comprehensive end to end security and communications solution ✓ Thousands of global customers ✓ Key sectors served by Motorola Solutions include: - - Education - Airports -Hospitals - Critical Infrastructure evolv technology MOTOROLA SOLUTIONS Note: Evolv Express with Motorola Solutions branding is rendering subject to approval from Motorola Solutions. + evolv technology "Evolv Technology was selected from a broad range of potential partners based on its demonstration of reliable results in diverse real-world environments and its digital-native platform. We are excited about the benefits that an integrated Motorola Solutions and Evolv Technology access control solution can provide to the marketplace." Mahesh Saptharishi, CTO Motorola Solutions evolv MOTOROLA SOLUTIONS powered ev techni MA evolv 23#24Initial Land & Expand: ~$175M ARR with a $7B+ TAM Growth driven by additions & expansions from marquee customer accounts END MARKET Tourist Sites Performing Arts & Entertainment Theme Parks evolv technology REPRESENTATIVE & TARGET CUSTOMERS THE MET LINCOLN for the CENTER Performing Arts G GEORGIA AQUARIUM O dr.phillips center Six Flags HERSHEYPARK END MARKET Industrial Workplaces Municipal Government Professional Sports REPRESENTATIVE & TARGET CUSTOMERS HELLO L.L.Bean FRESH Confidential R X 24#25Line of Sight on $1B in ARR with Existing Evolv Express® Product evolv technology Expand Existing Vertical Market and Geographic Locations and Enter New Markets through Direct Sales and Channel Partners Expand into Adjacent Vertical Markets and Land in International Cities Long-Term Expand in Existing High Opportunity Vertical Markets in the U.S. 0-9 Mid-Term Near-Term >$500M incremental potential ARR ~$300M incremental potential ARR ~$175M potential ARR 25#26Future Direction: The Digital Threshold Vision CERERE CORECONCORRE Visitor approaches the venue... License Plate Recognition FACE APPROACH 2 Entry Routing 033980333 F9989339 evolv technology 39 REBAOBHAHOOOO Crowd Intelligenceme E 1830-1 ili Threat Intelligence 3199999 се THRESHOLD Visitor enters the venue... sa 943390-304 Å= »Health Screen People Flow lil Analytics Weapons Screen Ticketing / Credential Check L Biometrics IDs Demographic Analytics INTERIOR Visitor experiences the venue... S Retail Optimization Exit Routing & Promotion Crowd Intelligence Threat Intelligence Staff Planning 26#27Acquisitions to Drive Expansion and Growth Significant opportunities to extend digital threshold through acquisitions and partnerships STRATEGIC GROWTH DRIVERS: ✓ Acquire high value components to extend the Digital Threshold ✓80 acquisition targets identified ✓ Acquisitions will drive increased capabilities, add. customers and build the Evolv team ✓ Prioritized areas for initial expansion ✓ Partnership opportunities to further expand footprint and market reach evolv technology Threat Intelligence 0 Response & Mass Notification farl Parking & License Plate Analytics Biometrics & Demographics evolv technology Data Science & Artificial Intelligence ‒‒‒‒‒‒‒‒ = Smart Ticketing / Credential Verification Crowd Flow Analytics Retail Analytics 27#28Data Driven Solution Provides Significant Market Opportunity 1 2 3 PROLIFERATE GLOBALLY: ROI-Driven Touchless Screening ✓ Accelerate adoption in verticals and globally ✓ Secure high volume buying groups ✓ Build out cloud management platform OWN THE THRESHOLD: Deliver Integrated Threshold ✓ Provide touchless ticket and credential verification ✓ Develop open platform ✓ Realize the frictionless visitor experience MONETIZE THE DATA: Enable Consumer Pass for Personalized, Frictionless Journey evolv technology Build a consumer brand Capture rich data set on venues, events and users Monetize through analytics packages and data feeds Note: Based on industry analyst forecasts adjusted through company analysis. $20B Threat Screening $16B Digital Experience $12B Video Analytics $18B Retail & Staffing Analytics $27B Smart Ticketing $13B Threat Intelligence $100B TAM by 2025 with frictionless visitor experience opportunity SECURITY 28#29SECURITY FINANCIAL AND TRANSACTION OVERVIEW JANTA Vevolv REL Downl GRI Java H SECURITY#30Compelling SaaS Business Model Innovating Security Industry Business Model Unique Attributes: ✓ First Security-as-a-Service model in the industry ✓ Monthly subscription enables customers to use OpEx instead of CapEx ✓ Compelling value proposition drives 4-6 month sales cycle ✓ Four-year customer contracts with no termination; 12 months paid annually in advance ✓ Master customer contract enables easy follow- on orders and adding new modules evolv technology Security-as-a-Service (SaaS) Pricing Pricing options: straight monthly subscription or hardware purchase plus software subscription $2k-$3k PER MONTH PER SYSTEM EVOLV EXPRESS® Economics Total Contract Value Annual Recurring Revenue Upsell Revenue(a) 48 Month CONTRACTS (a) Upsell revenue includes additional add-on options to base contract, including integrations, advanced analytics, biometrics and elevated body temperature package. 12 Month SUBSCRIPTION PAID IN ADVANCE 2021E $120k $30k 2023E $120k $30k $24k 30#31Scalable Platform with Expanding Gross Margins Bookings by Type (US$ in Millions) Products ■ Subscription $12.9 2019A 14% Gross Profit & Margin (US$ in Millions) $0.8 2019A $21.7 evolv technology 2020A 41% $1.8 2020A $53.3 2021E 71% $14.4 2021E $194.6 2022E 73% $38.8 2022E $399.0 2023E 82% $109.1 2023E $708.7 2024E 83% $281.4 2024E $1,065.7 2025E $503.7 85% 2025E Revenue by Type (US$ in Millions) Services Products ■Subscription $5.8 2019A $4.3 ($17.7) 2019A 2020A EBITDA & Margin (US$ in Millions) ($25.5) 2020A $20.2 2021E ($26.9) 2021E $53.1 2022E ($29.5) 2022E $132.3 2023E 4% $5.2 2023E $337.9 2024E 28% $96.2 2024E $595.0 2025E $236.0 40% 2025E 31#32Transaction Summary Illustrative Sources & Uses (US$ in millions) Sources Equity Issued to Existing Evolv Shareholders (a) NewHold Cash in Trust Common Equity PIPE Total Sources Pro Forma Equity Ownership Existing Evolv Shareholders PIPE Shareholders NewHold Shareholders (a) NewHold Sponsors Total Shares evolv technology $1,250.0 (b) 172.5 300.0 Illustrative Pro Forma Capitalization & Ownership at Close (in millions) $1,722.5 Uses Equity Issued to Existing Evolv Shareholders Cash to Balance Sheet Transaction Expenses Total Uses Shares % Ownership 125.0 30.0 17.3 2.4 174.7 71.6% 17.2% 9.9% 1.4% 100.0% 17% $1,250.0 437.5 35.0 $1,722.5 10% 1% Illustrative Pro Forma Valuation (US$ in millions, except per share data) $1.75B PF Equity Value Illustrative NewHold Stock Price Total PF Shares Outstanding Equity Value Less: Pro Forma Cash (c) Enterprise Value 72% (a) (b) Includes 1.898M founder shares owned held by NewHold founders and NewHold anchor investors, and 0.518M shares held by the Evolv Public Benefit Corporation. Excludes 0.949M shares that vest at $12.50 and 0.949M shares that vest at $15.00. (c) Pro forma net cash calculated as transaction proceeds of $437.5M less Evolv existing net debt of $16.2M as of January 31, 2021. Assumes no redemptions from NewHold's existing public shareholders. Excludes impact of the 14.325M outstanding warrants struck at $11.50, comprised of (i) private placement warrants held by NewHold founders (4.180M), (ii) private placement warrants held by anchor investors (1.520M) and (iii) public warrants associated with NewHold units (8.625M). At Close PIPE Shareholders $10.00 174.7 $1,746.7 ($421.3) $1,325.3 Existing Evolv Shareholders NewHold Shareholdersa NewHold Sponsors(b) (a) 32#33Comparable Public Company Universe Innovative public safety and security software and data analytics companies evolv technology Moderate growth going forward - high single- digits revenue CAGR through 2022E ΛΑΧΟΝ everbridge SECURITY TECHNOLOGY & ANALYTICS Strong gross margin profile driven by SaaS business model FORTINET. nuix Check Point SOFTWARE TECHNOLOGIES LTD FORTIVE HEXAGON METTLER TOLEDO #paloaltoⓇ Trimble NETWORKS leidos 00 SECURITY-AS-A-SERVICE evolv technology ✓ Revolutionary and disruptive Al software ✓ Global TAM - ~$20B ✓ Attractive high-margin, recurring, 4-year subscription-based revenue model ✓ Established blue-chip customer base tyler DISRUPTIVE SPAC CATEGORY LEADERS technologies TRADITIONAL DETECTION EQUIPMENT Dependent on legacy metal detector technology Low growth going forward single-digit revenue CAGR through 2022E Mid-teens gross margin profile driven by hardware sales model Traditional metal detector TAM: ~$1-2B OSISYSTEMS, INC. Disruptive SPAC category leaders expected to transform legacy industries Significant revenue growth expected over the next 5 years Expected to become EBITDA positive in 2022-2024E Valuation based on 2023-2025E financial metrics Desktop Metal™ MOMENTUS Velodyne LIDAR. smiths A AppHarvest ASTRA -chargepoin+ LUMINAR 33#34Select Peers Operational Benchmarking Revenue CAGR (21E-23E) Gross Margins (21E) 155.9% evolv technology 21-23E 71.1% 21E evolv technology I I I I T I Security Technology & Analytics 9.9% 21-23E 63.1% 21E Security Technology & Analytics (Median) Disruptive SPACS 137.5% 21-23E ΝΑ 21E A AppHarvest 700.0% 21-23E NM 21E ASTRA 74.4% 21-23E 31.3% 21E -chargepoint. 105.9% 21-23E 25.6% 21E DI Desktop Metal 461.0% 21-23E 10.5% 21E 118.4% 21-23E 23.1% 21E MOMENTUS LUMINAR Source: Capital IQ and Company filings as of March 1, 2021. AppHarvest, Astra, Chargepoint, Desktop Metal, Momentus, Luminar, and Velodyne Revenue and Gross Margins per management estimates. Note: "NA" denotes metrics that are not available. "NM" denotes metrics that are not meaningful. 64.7% 21-23E 46.4% 21E Velodyne LIDAR. Traditional Detection Equipment 5.7% 21-23E 14.4% 21E Traditional Detection Equipment (Median) 34#35Select Peers Valuation Benchmarking EV/ Revenue EV / EBITDA Assumes an Enterprise Value of $1.3B evolv technology 3.9x 24E T3 13.8x 24E T3 2.2x 25E T4 5.6x 25E T4 evolv technology I I I I I I 1 I I I 1 I I I i I 1 I 1 I I 1 I I T I 1 1 I 1 I 1 I I I I T I I I 1 Security Technology & Analytics 8.8x 21E 30.6x 21E Security Technology & Analytics (Median) Disruptive SPACS 11.0x 7.2x 24E 25E T4 T5 55.4x 25.6x 24E 25E T4 T5 A AppHarvest 4.6x 24E T3 15.2x 24E T3 2.4x 25E T4 5.2x 25E T4 ASTRA 6.8x 24E T4 78.2x 24E T4 4.7x 25E T5 37.8x 25E T5 -chargepoin+ 7.3x 24E T4 31.9x 24E T4 4.5x 25E T5 15.9x 25E T5 DI Desktop Metal 2.2x 24E 25E T4 T5 6.4x 1.3x 24E T4 2.2x 25E T5 MOMENTUS 21.5x 24E T4 71.4x 24E T4 10.7: Source: Capital IQ and Company filings as of March 1, 2021. AppHarvest, Astra, Chargepoint, Desktop Metal, Momentus, Luminar, and Velodyne Revenue and EBITDA per management estimates. Astra EV based on Holicity Inc. (NASDAQ:HOL), and Momentus EV based on Stable Road Acquisition Corp. (NASDAQ:SRAC). Note: "NA" denotes metrics that are not available. 25E T5 25E T5 LUMINAR 24.7x 3.9x 24E 25E T4 T5 17.8x ΝΑ 24E T4 ΝΑ 25E T5 Velodyne LIDAR. Traditional Detection Equipment 1.7x 21E 12.7x 21E Traditional Detection Equipment (Median) 35#36Illustrative Valuation Methodology FUTURE ENTERPRISE VALUE Security Technology & Analytics IMPLIED CURRENT ENTERPRISE VALUE Security Technology & Analytics evolv technology $7.1B ~80% Evolv Discount to Midpoint $6.0B SECURITY TECHNOLOGY & ANALYTICS IMPLIED ENTERPRISE VALUE 8.0-10.0X 2025E REVENUE Discounted Back 4 Years @ 20% I $3.4B ~58% Evolv Discount to Midpoint $2.9B SECURITY TECHNOLOGY & ANALYTICS IMPLIED CURRENT ENTERPRISE VALUE IMPLIED CURRENT ENTERPRISE VALUE Disruptive SPACS $4.2B ~66% Evolv Discount to Midpoint $3.6B DISRUPTIVE SPACS IMPLIED CURRENT ENTERPRISE VALUE 6.0-7.0x 2025E REVENUE I evolv technology Initial pro forma valuation will be at a substantial discount to the various peer groups $1.3B EVOLV PRO FORMA ENTERPRISE VALUE 36#37Evolv Technology Ek $ X evolv technology Disruptive Al Software Technology Global $20B TAM "The Human Security Company" Diverse & Growing Customer Base High ROI for Customer Unique & Compelling Business Model Land & Expand City Strategy iiiii World Class Management Team 37#38APPENDIX BR#39Financial Projections Summary (US$ in millions, except unit data) Units Subscription Product Bookings Subscription Products Total Bookings YOY Growth % Revenue Subscription Products Services Total Revenue YOY Growth % Gross Profit Subscription Products Services Total Gross Profit Margin % Operating Expenses Operating Income EBITDA Margin % evolv technology 2019A 66 98 $6.1 6.8 $12.9 $1.1 4.3 0.5 $5.8 $0.1 0.6 0.2 $0.8 14% $19.0 ($18.2) ($17.7) NM 2020A 206 3 $21.3 0.4 $21.7 68% $3.3 0.3 0.7 $4.3 (26%) $1.2 0.1 0.6 $1.8 41% $28.3 ($26.5) ($25.5) NM 2021E 429 66 $47.3 6.0 $53.3 145% $14.8 3.8 1.6 $20.2 365% $11.4 1.9 1.0 $14.4 71% $43.4 ($29.0) ($26.9) NM 2022E 1,547 171 $178.2 16.4 $194.6 265% $36.0 13.5 3.6 $53.1 163% $28.6 7.7 2.5 $38.8 73% $71.9 ($33.0) ($29.5) NM 2023E 3,098 319 $367.0 32.0 $399.0 105% $101.5 24.7 6.1 $132.3 149% $84.3 20.1 4.7 $109.1 82% $109.7 ($0.6) $5.2 4% 2024E 5,266 478 $658.3 50.4 $708.7 78% $269.8 56.6 11.5 $337.9 155% $232.0 40.8 8.6 $281.4 83% $196.0 $85.4 $96.2 28% 2025E 7,636 861 $970.5 95.3 $1,065.7 50% $498.5 79.6 17.0 $595.0 76% $433.7 57.3 12.7 $503.7 85% $282.6 $221.1 $236.0 40% 39#40Risks Related to Evolv Technology's Business and Industry We are a rapidly growing company with a history of losses. We have not been profitable historically and may not achieve or maintain profitability in the future. Our operating results may fluctuate for a variety of reasons, including our failure to close significant customer sales. We recognize substantially all of our revenue ratably over the term of our agreements with customers and, as a result, downturns or upturns in sales may not be immediately reflected in our operating results. The touchless security screening market is new and evolving, and may not grow as expected or may develop more slowly or differently than we expect. If the market does not grow as we expect, or if we cannot expand our solutions to meet the demands of this market, our revenue may decline, fail to grow or fail to grow at an accelerated rate, and we may incur operating losses. Forecasts of our market and market growth may prove to be inaccurate, and even if the markets in which we compete achieve the forecasted growth, there can be no assurance that our business will grow at similar rates, or at all. If we are unable to acquire new customers, our future revenues and operating results will be harmed. Likewise, potential customer turnover in the future, or costs we incur to retain our existing customers, could materially and adversely affect our financial performance. ● ● ● ● ● ● ● ● ● ● ● ● . ● Risk Factors ● If we are unable to sell additional products to our customers and maintain and grow our customer retention rates, our future revenue and operating results will be harmed. If our products fail or are perceived to fail to detect threats such as a firearm or other potential weapon or explosive device, or if our products contain undetected errors or defects, these failures or errors could result in the loss of life, which could harm our brand and reputation and have an adverse effect on our business and results of operations. If we do not successfully anticipate market needs and enhance our existing products or develop new products that meet those needs on a timely basis, we may not be able to compete effectively and our ability to generate revenues will suffer. Our business model is predicated, in part, on building a customer base that will generate a recurring stream of revenues through the sale of our subscription contracts. If that recurring stream of revenues does not develop as expected, or if our business model changes as the industry evolves, our operating results may be adversely affected. Our sales cycles can be long and unpredictable, and our sales efforts require considerable time and expense. As a result, our sales and revenue are difficult to predict and may vary substantially from period to period, which may cause our results of operations to fluctuate significantly. We rely on channel and OEM partners to generate a growing portion of our revenue, including in international markets. If we fail to maintain successful relationships with our channel and OEM partners, or if our partners fail to perform, our ability to market, sell and distribute our products will be limited, and our business, financial position and results of operations will be harmed. A portion of our revenue is generated by sales to government entities, which are subject to a number of challenges and risks. Fluctuating economic conditions make it difficult to predict revenue for a particular period, and a shortfall in revenue may harm our operating results. Changes in or interpretations of financial accounting standards may cause an adverse impact to our reported results of operations. Our brand, reputation and ability to attract, retain and serve our customers are dependent in part upon the reliable performance of our products and infrastructure. If we are not able to maintain and enhance our brand or reputation as an industry leader, our business and operating results may be adversely affected. If our customers are unable to implement our products successfully, or if we fail to effectively assist our customers in installing our products and provide effective ongoing support, customer perceptions of our products may be impaired or our reputation and brand may suffer. We are dependent on the continued services and performance of our senior management and other key employees, as well as on our ability to successfully hire, train, manage and retain qualified personnel, especially those in sales and marketing and research and development. evolv technology 40#41Risks Related to Evolv Technology's Business and Industry (Cont.) If we do not effectively expand, train and retain qualified sales and marketing personnel, we may be unable to acquire new customers or sell additional products to successfully pursue our growth strategy. If we cannot maintain our company culture as we grow, we could lose the innovation, teamwork, passion and focus on execution that we believe contribute to our success and our business may be harmed. We incorporate technology from third parties into our products, and our inability to obtain or maintain rights to the technology could harm our business. We may acquire or invest in other companies or technologies in the future, which could divert management's attention, fail to meet our expectations, result in additional dilution to our stockholders, increase expenses, disrupt our operations or otherwise harm our operating results. ● ● ● ● ● ● ● ● ● ● ● ● ● ● ● ● ● Risk Factors (Cont.) ● Our intellectual property rights are valuable and any inability to protect our proprietary technology and intellectual property rights could substantially harm our business and operating results. Assertions by third parties of infringement or other violations by us of their intellectual property rights, whether or not correct, could result in significant costs and harm our business and operating results. Confidentiality arrangements with employees and others may not adequately prevent disclosure of trade secrets and other proprietary information. Our products and services may be affected from time to time by design and manufacturing defects that could adversely affect our business and result in harm to our reputation. We rely on a limited number of suppliers, manufacturers, and logistics partners for our products. A loss of any of these partners could negatively affect our business. Our third-party contract manufacturers' facilities, and our suppliers' and our customers' facilities, are vulnerable to disruption due to natural or other disasters, strikes and other events beyond our control. Increases in component costs, long lead times, supply shortages, and supply changes could disrupt our supply chain and have an adverse effect on our business, financial condition, and operating results. The continuation of worsening of the COVID-19 coronavirus pandemic could have an adverse effect on our business, results of operations, and financial condition. Downturns in general economic and market conditions and reductions in spending may reduce demand for our software, services, and products, which could harm our revenue, results of operations and cash flows. If the general level of physical threats/attacks declines, or is perceived by our current or potential customers to have declined, our business could be harmed. The markets in which we participate could become increasingly competitive. If we are unable to compete effectively with new entrants and other potential competitors, our sales and profitability could be adversely affected. New entrants or other increased competition for our product offerings may cause us to lower the sale prices of our products and services, which may reduce our gross profits and adversely impact our financial results. Because our products may collect and store user and related information, domestic and international privacy and cyber security concerns, and other laws and regulations, could result in additional costs and liabilities to us or inhibit sales of our products. Failure to comply with applicable anti-corruption legislation and other governmental laws and regulations could result in fines, criminal penalties and materially adversely affect our business, financial condition and results of operations. Comprehensive tax reform legislation could adversely affect our business and financial condition. Our operating results may be harmed if we are required to collect sales and use or other related taxes for our products in jurisdictions where we have not historically done so. We may not be able to utilize a significant portion of our net operating loss carryforwards and research and development tax credit carryforwards. We may require additional capital to support business growth, and this capital might not be available on acceptable terms, if at all. evolv technology 41