#1Vividseats Investor Presentation August 2023 (Nasdaq: SEAT)#2Important Disclaimers Forward-Looking Statements This presentation contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. The forward-looking statements in this presentation relate to, without limitation: our future results of operations and financial position, including our expectations regarding Marketplace GOV, Revenues, Adjusted EBITDA, Adjusted EBITDA margin, cash conversion and the impact of our investments; our expectations with respect to live event industry growth; our competitive positioning; our business strategy; the planned acquisition of Wavedash; and the plans and objectives of management for future operations. Words such as "estimate," "project," "expect," "anticipate," "forecast," "plan," "intend," "believe," "seek," "may," "will," "should," "future" and "propose," as well as similar expressions which predict or indicate future events or which do not relate to historical matters, are intended to identify such forward-looking statements. Forward-looking statements are not guarantees of future performance, conditions or results, and are subject to risks, uncertainties and assumptions, many of which are outside of our control. Important factors that could cause actual results or outcomes to differ materially from those anticipated in the forward-looking statements include, but are not limited to: the supply and demand of large-scale sporting events, concerts and theater shows; our relationships with buyers, sellers and distribution partners; changes in internet search engine algorithms or in marketplace rules; competition in the ticketing industry; the willingness of artists, teams and promoters to continue to support the secondary ticket market; our ability to maintain and improve our platform and brand or to develop successful new solutions and enhancements or improve existing ones; the impact of potential unfavorable legislative developments; the successful completion of our acquisition and integration of Wavedash; the effects of any recession and inflation; ongoing and future effects of pandemics; our ability to generate sufficient cash flows or raise additional capital necessary to fund our operations; the impact of system interruption and the lack of integration and redundancy in our systems and infrastructure; the impact of cyber security risks, data loss or other breaches of our network security; our being a controlled company; and other factors detailed in the "Risk Factors" sections of our most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of this presentation. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. This presentation also contains projections, forecasts, assumptions and estimates regarding our company and the industry in which we operate that relate to or are based on third-party sources. This information involves a number of assumptions and limitations and is subject to a high degree of uncertainty and risk. No representation or warranty, express or implied, is given by us or any other person as to the accuracy, completeness, reasonableness or fairness of such information, and no responsibility or liability is accepted for the accuracy or sufficiency thereof or for any errors, omissions or misstatements, negligent or otherwise, relating thereto. Interested parties should conduct their own investigation and analysis of, and are solely responsible for forming their own view of, our company, the industry in which we operate and the other information contained in this presentation. Use of Non-GAAP Financial Measures We present Adjusted EBITDA and Adjusted EBITDA margin, which are non-GAAP financial measures, because they are measures frequently used by analysts, investors, and other interested parties to evaluate companies in our industry. Further, we believe these measures are helpful in highlighting trends in our operating results because they exclude the impact of items that are outside the control of management or not reflective of ongoing performance related directly to the operation of our business. These non-GAAP financial measures are key measures used by our management internally to make operating decisions, including those related to analyzing operating expenses, evaluating performance, and performing strategic planning and annual budgeting. Moreover, we believe these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our results of operations, as well as provide a useful measure for making period-to-period comparisons of our business performance and highlighting trends in our operating results. These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. These non-GAAP financial measures do not reflect all amounts associated with our operating results as determined in accordance with GAAP and may exclude recurring costs, such as interest expense, equity-based compensation, litigation, settlements and related costs and change in value of warrants. In addition, other companies may calculate similarly titled non-GAAP financial measures differently than us, thereby limiting their usefulness as a comparative tool. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP financial measures. See the "Non-GAAP Reconciliations" section in the appendix to this presentation for a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures. Vividseats Vivid Seats . 2#3Vivid Seats is a data-driven online secondary ticket marketplace for live events including sports, concerts and theater Vividseats Experience It Live 4:12 < 529 530 531 533 534 535 536 537 538 Upper Level 531 Mobile Tickets BWL 331 832 333 Price: Low t High ✓ Upper Level 536 Row L 135 136 137 Upper Level 538 Row N Mobile Tickets 334 Upper Level 534 Row V Mobile Tickets Upper Level 539 Row AA Mobile Tickets • Mobile Tickets 88 GAFLOOR 195 Es free tickets with every order Ⓒ 516 515 514 513 512 511 510 509 508 607 506 505 Filter 2-4 Tickets 2-6 Tickets 2 Tickets 1-2 Tickets 87 1-13 Tickets $70 ea $71 ea $71 ea $74 ea $75 ea Vivid Seats . 3#4Scaled, Growing and Highly Profitable 130M+ Cumulative Tickets Sold¹ $3.5B FY 2023 Guidance² Marketplace GOV³ $954M Q2 2023 Marketplace GOV³ 18M+ Cumulative Customers¹ $640M FY 2023 Guidance² Revenue $165M Q2 2023 Revenue 250K+ Unique Events Sold (2022) $130M FY 2023 Guidance² Adjusted EBITDA4 $31M Q2 2023 Adjusted EBITDA4 1. Through Q2 2023. 2. Represents midpoint of guidance range. 3. Marketplace GOV represents the total transactional amount of Marketplace segment orders placed on our platform in a period, inclusive of fees, exclusive of taxes, and net of event cancellations that occurred during that period. 4. Adjusted EBITDA is a non-GAAP financial measure. See "Important Disclaimers." We calculate forward-looking Adjusted EBITDA based on internal forecasts that omit certain information that would be included in forward-looking net income, the most directly comparable GAAP measure. We do not provide a reconciliation of forward-looking Adjusted EBITDA to forward-looking net income because forecasting the timing or amount of items that have not yet occurred and are out of our control is inherently uncertain and unavailable without unreasonable efforts. Vivid Seats . 4#5Investment Highlights Our Mission: To empower and enable fans to Experience It Live Two-Sided Marketplace Two-Sided Marketplace with Unique Technology Platform and Data Large and Growing TAM Large TAM with Sustained Secular Growth Profitable Growth Fueled by Proprietary Customer Acquisition and Engagement Capabilities Vivid Seats . 5#6Two-Sided Marketplace Large and Growing TAM Marketplace Tech Platform Serving Holistic Ecosystem Sellers 111$ Skybox SkyBox Free-to-use ERP system with direct integrations across all major marketplaces Engagement Engine Vividseats rewards ✔Vividpicks Search Marketing Technology Distribution Infrastructure 自 O!! Vivid Seats Marketplace <AESARS Available via app, desktop and web BR REPORT Life happens live. BLEACHER Life happens live. Partners Capital One GROUPON DRAFTKINGS Rolling Stone Profitable Growth Fans Vivid Seats . 6#7Leading Seller Technology Through Skybox SkyBox Search - (Drtemure OtyCa 2018 tampa ty vy PHOIBLE 08 SAIL.MM WEGET Inventory Porchate 117 Susho inger 197 Seks 100 300 i . . * . Reput SULM I TUN STA O STAM 12:12:21 17:45AM 14 12:21/200440 12/230 120 123020 11 u 6 13 4 4 33 4 D DHO D D D D D D D DA NOW 040421 240421 041 040521 040421 00:0:00:0:00:0:0:0 Note: SkyBox is currently provided to sellers as a free-to-use solution. 1. Represents 2022 metrics. INVENTORY .....120 ALO. AIS D Desktop plus app experience 4UDIO ● CHENJ M 80 7:42 Swarch Add x Search -x PRICING 2021 Super Bowl - Tampa Bay Buccaneers vs. Kansas City Chiefs (Reduced Capacity, Social Distancing) Raymond James Stadium | Tampa, FL Sunday, February 07, 2021, 6:30 PM PRICING Inventory IEX 39 Kansas City Royals at Chicago White Sox (Opening Day) Quaranteed Rate Field | Chicago, IL Thursday, April 08, 2021, 11:59 PM inventory Actions SONT PATER 8 invoices Boston Red Sox at Baltimore Orioles Ⓒ Camden Yards Baltimore, MD Saturday, April 10, 2021, 11:59 PM @PRICING LISTINGS > Kansas City Royals at Chicago White Sox Guaranteed Rate Field | Chicago, IL Saturday, April 10, 2021, 11:59 PM PRICING DKK Purchases HUISTINGS > 1 LISTINGS > TUSTINGS > Đ parte *** Two-Sided Marketplace Large and Growing TAM More The Go-To Solution for Professional Sellers 1 Profitable Growth 50%+ Cloud-based ERP solution adopted by large share of seller base Rich feature set across key seller activities ✔Native integrations & listing toolsets provided to all sellers ✔Third-party automation tools built around Skybox enhance platform value ✔Seller revenue optimization with SkyBox Drive Vivid Seats. 7#8Differentiated Buyer Experience Personalized Discovery 9:41 $135 Super Fan Reward at 10 Stamps GOOD 6 to go →→ FRI, AUGUST 6 Good evening, Julia Popular Bad Bunny Thu, Feb 24. 8:00pm Staples Center Follow your favorites Los Angeles Dodgers Recently Viewed n J Find More Billie Eilish Dave View All Diverse Choices 9:41 Live Streams Chicago Lady Gaga Fri, Aug 27-7:30pm at Wrigley Field Upcoming MusiCares: Music on a Mission (BT... Fri, Mar 12-7:00pm Upcoming all Popular This Weekend View All House of Highlights 2x2: L... Sat, Mar 6-7:00pm View All 6 Compelling Value 9:41 6 stamps to go Reward Credit is yours at 10 stamps LEVEL Super Fan Your Super Fan Benefits C widseats rewards A iff all CREDIT $135.12 10 Collect 1 Stamp Per Ticket Each ticket you buy earns a stamp. No excluded events. 10 Stamps Reward Credit Your Reward Credit is the average value of your 10 purchased tickets. Extended Expiration Collected stamps and Reward Credit remain valid for 3 years. Surprise Upgrades Your tickets are eligible for impromptu upgrades. We can't wait to delight you! Birthday Gift Enjoy a discount from us each year. Icon Unlock at $2,000 Spend $1.421 to get added perks Two-Sided Marketplace Reliable Offerings 9:41 Chicago Cubs Home Games v Wed Apr 11 1:20p Fri Apr 13 1:20p Sat Apr 14 1:20p Sun Apr 15 1:20p Tue Apr 17 7:10p Wed Apr 18 7:10p Any Dates Chicago Cubs at Milwaukee Brewers Miller Park, Milwaukee, WI Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Chicago Cubs at New York Mets Citi Field, New York, NY Chicago Cubs at New York Mets Citi Field, New York, NY Large and Growing TAM Easy Purchase 9:41 Lower Level 155 Row 3 Super Seller Mobile Tickets Instant Delivery Get in with your phone. Profitable Growth Green Bay Packers at Chicago Bears Sun, Oct 17, 2021 at 12:00pm Shop with Peace of Mind We guarantee valid tickets delivered in time for the event or your money back Soldier Field 1410 Museum Campus Dr, Chicago, IL 4 Tickets V $135 ea Continue Vivid Seats . 8#9Flywheel Creates Network Effects sellers it's SkyBox partners More Demand Vividseats Marketplace Two-Sided Marketplace More Supply & Data Enhanced Marketing Vividseats rewards Technology Large and Growing TAM Buyers Engagement Engine Vividpicks Profitable Growth Vivid Seats . 9#10Unique Engagement Engine Loyalty Program Vividseats rewards 1 Collect 'stamps' on every purchase Get rewarded after receiving 10 stamps Redeem reward credit 2 After earning reward credit, use it on the Vivid Seats app Repeat purchases to earn more rewards 3 And get increased perks with more spending 7 stamps to go Reward Credit is yours at 10 stamps LEVEL Icon vindseats rewards Your Icon Benefits LEVEL Super Fan G R 10 CREDIT $134.12 6 stamps to go Reward Credit is yours at 10 stamps Vividseats rewards Your Super Fan Benefits 10 CREDIT $135.12 Collect 1 Stamp Per Ticket Each ticket you buy earns a stamp. No excluded events. 10 Stamps Reward Credit Your Reward Credit is the average value of your 10 purchased tickets. Extended Expiration Collected stamps and Reward Credit remain valid for 3 years. Surprise Upgrades Your tickets are eligible for impromptu upgrades. We can't wait to delight you! 9:41 Follow & play with friends to power up your payouts + Ticketing Vividpicks +Daily Fantasy Sports ✓ Integrated Experience + Gamification Over/Under Buccaneers-Chiefs ⒸL-10pm Tom Brady Over aft Pick Over or Under for at least one player from each team 300.5 Two-Sided Marketplace Large and Growing TAM Matchups Game Boosted! +2 0 Just Now Gamified Engagement 5 friends are playing this game Payout boosted 0.5x Dominate challenges & climb leaderboards 9:41 This Week Ends Sunday 10pm. 3 days left! This week Last week 6. Everyone People's Champ Komodough HammerPeafowl LightUrchin Victory92 FactTulip Docenator All-time Friends 3,483 XP 3,421 2,399 2,003 1,840 Qan Op 1,374 x Simple & Fun Social & Gamified Score tickets to the game & see your picks pan out live 9:41 Wed 12:55 Sep 8 5.200 Sun All Events 2022 Los Angeles Rams Season Tickets chudes Tickets to Al 30 Soft-Soum-Inglewood, CA Atlanta Falcons at Sep 18 Los Angeles Rams 1000 Shangwood, CA Buffalo Bills at Los Angeles Rams Thursday Night Footbal Sofi Staduni-Inglewood, CA Dallas Cowboys at Oct 9 Los Angeles Rams 120 Soft Stadur-Inglewood, CA San Francisco 49ers at Anni R Any Dates Shop Tests Shop Tickets Tix & Picks Profitable Growth Vividpicks Simple sports picks. For CASH. Available within Vivid Seats app 9:41 Vividseats.. You earned +20 entries by playing today's game! You got 1/3 questions correct. What is Taylor Swift's full name? Taylor Elizabeth Swift Correct Answers Taylor Allson Swift Which album features the song "Love Story Fearless Most sold Taylor Swift (38%) How many Grammy Awards hos Taylor Swift won? BB Correct Answer: 11 Drawing Entries Earned Bonus Entries For Correct Answers Total Entries Earned Back to Game Center +0 Vivid Seats. 10 +10 +10 +20 O All Patrick M. Over GAME CENTER#11Attracting and Retaining Buyers Attract sports and entertainment enthusiasts across targeted touchpoints Events Social videats-F Viviests If you could see any musician in concert, past or present, who would it be? OUT COO 42 k vividats View 4t neturės 8:12 Vividseats Sports Concerts Theater & Comedy wwvidseats rewards Congrats Adam! You've just leveled up to and unlocked new benefits! to Super Fan status Rising Star Tickets for every fan. Shop & Keep Earning Web V What's next in the UK Entertainment Life Retain fans with industry-leading loyalty program rewarding passion Real Rewards for Real Fans. GET TICKETS Vividseats TORSUNSCHERS A Vegas reporter was dedicated to the underdog. It may have Motten hin killed TO Start the Congrats Adam! You've reached 10 tickets. You know what that means? Your 11th is on us.* CREDIT EARNED: $46.00 Exp 12/4/22 Head to the app because we've just added $46.00 in reward credit to your account. ATTRACT RETAIN Two-Sided Marketplace ENGAGE CONNECT 8:12 Engage users across our ecosystem Vividpicks GAME CENTER Nets at Crizzles - 2nd Hall ⒸHIALIVE Large and Growing TAM Over/Under C. Thomas.S0 MEN BKN Pick Over or Under for at least one player from each team Over 18.5 all 24 Pointe 1 Morant PG RKN MEN Over Matchups 17.5 2H Points 20 Under Under (2nd Half Entries 2nd Half ores must be submited prior to the start of the 3rd Quarter Spotify Connected Alex's Wish List Alicia Keys Jan 15 United Center Machine Gun Kelly Jan 26 United Center Bad Bunny Jan 30 United Center Kendrick Lamar Jan 30 United Center Billie Ellish Jan 31 United Conter Near You GT TODAY'S GAME Bad Bunny Connect and personalize their journey to the next event ← Back to Game Center Profitable Growth Vividseats. WIN FREE T-Swift Trivia Play dolly trivin to earn tokens. Tokens count towards a weekly drowing to win 2 FREE Tickets and toward ticket discounts in the Game Center. Your Selections @ih Cer Machine K (Partner) (Sports) ( POD horre T-Swift Trivia. April 22 Ang Play Now See More Vivid Seats. 11#12$3.2B 2022 GOV Vividseats Current Offerings Key Player in Large and Growing Secondary Ticketing Market North America Secondary Ticketing TAM¹ $10B 2023 TAM North America Secondary Ticketing Market¹ Daily Fantasy Primary Ticketing International Adjacent Marketplaces Gaming 1. Infiniti Research (Technavio) Secondary Tickets Market in North America 2023-2027 (March 2023), excluding sales related to movies. $9B Two-Sided Marketplace 2022 $10B 2023 Large and Growing TAM 12.5% 2022 - 2027 TAM CAGR $11B 2024 $13B 2025 $14B Profitable Growth 2026 $16B 2027 Vivid Seats 12#13Broad and Evergreen Portfolio of Events Concerts Sports (49% of 2022 Marketplace Revenues) (38% of 2022 Marketplace Revenues) C COACHELLA LUKE BRYAN THE WEEKND 1. 2. BRUNO MARS KENNY CHESNEY LUKE GOMBS GRUPO FIRME PITBULL METALLICA Llapaliza BILLY JOEL ng Drake Represents 2022 metrics. Through Q2 2023. BLACKPINK ELTON JOHN SZA FLORIDA VEDRICIA THE Rolling Loud SUGA Agust D CLEVELAND CAVALIERS NEW YORK D Wela BRUINS 250,000+ Unique Events Sold¹ COWBOYS GIANTS RAW *S* T NGE BIG ASU Dodgers GOLDEN STATE HWARRIORS LOS ANGELES Concacaf GOLD CUP Two-Sided Marketplace UFC IONSTER JAM SUPER BOWL Patriots ROSE& BOWL T G Su GAME Large and Growing TAM HAMILTON Theater (12% of 2022 Marketplace Revenues) WICKED LION KING THE BOOK OF MORMON JOKOY The Nutcracker DUNLLAM SHULT CIRQUE DU SOLEIL Cortco Profitable Growth NATE BARGATZE PATROL LIVE! I KINGA Disney ON ICE SEBASTIAN MANISCALCO DAVE CHAPPELLE JP DUDE PERFECT JERSEY BOYS A WX ADD COR CHRISTMAS SPECTACULA ENCERETTY CHASSO dancing stárs Les Misérables 130 million+ Cumulative Tickets Sold² Vivid Seats 13#14Vivid Seats Financial Highlights Growth at Scale Profitability Cash Flow Connecting millions of buyers with thousands of sellers $3.5B of 2023 Marketplace GOV (double digit growth YoY)¹ $130M of 2023 Adjusted EBITDA (double digit growth YoY)¹, 2 ● ● Two-Sided Marketplace Large and Growing TAM ● Established history of generating significant profitability $113M of 2022 Adjusted EBITDA (19% Adjusted EBITDA margin)² • $74M of 1H 2023 Adjusted EBITDA (23% Adjusted EBITDA margin)2 Robust cash flow conversion Generated $82M cash from operations in 1H 2023 with cash conversion normalizing towards historical levels Cash balance exceeding debt balance³ by $35M Profitable Growth 1. Represents midpoint of 2023 guidance. 2. Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See the "Non-GAAP Reconciliations" section in the appendix of this presentation for a reconciliation of Adjusted EBITDA to net income and Adjusted EBITDA margin to net income margin. Represents term loan principal outstanding. 3. Vivid Seats 14#15Robust GOV and Revenue Growth 1. (in thousands) $742,138 Marketplace GOV¹ $814,817 $781,834 $845,965 $855,528 Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 $953,739 Q2 2023 $130,772 Q1 2022 $147,694 Q2 2022 Revenues $156,818 $164,990 Q3 2022 Q4 2022 $161,063 Marketplace GOV represents the total transactional amount of Marketplace segment orders placed on our platform in a period, inclusive of fees, exclusive of taxes, and net of event cancellations that occurred during that period. Q1 2023 $165,380 Q2 2023 Vivid Seats .#16Engagement Engine Investment Delivering Powerful Results 1. 2. 47% FY2018 Order Mix from Repeat Buyers ¹,2 50% FY2019 Represents orders from repeat buyers vs. total orders (from both repeat and new buyers) placed on Vivid Seats' website or mobile apps. 2020 omitted due to distortion from COVID-19 pandemic. 51% FY2021 56% FY2022 Vivid Seats 16#17Significant Profitability and Cash Flow Generation 1. 2. (in thousands) Net Income margin % $3,138 2% GAAP Net Income¹ $24,060 16% $18,747 12% $24,834 15% $30,272 19% $38,326 23% Q1 2022 Q2 2022 Q3 2022 Q4 2022 Q1 2023 Q2 2023 $21,012 16% Adj. EBITDA margin % Q1 2022 $30,329 21% Q2 2022 Adjusted EBITDA² $28,284 18% $33,700 20% $42,435 26% Q3 2022 Q4 2022 Q1 2023 $31,077 19% Q2 2023 Represents consolidated net income before allocation to noncontrolling interests. Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See the "Non-GAAP Reconciliations" section in the appendix of this presentation for a reconciliation of Adjusted EBITDA to net income and Adjusted EBITDA margin to net income margin. Vivid Seats .#18Relentless Focus on Profitable Growth ● ● ● Grow user base Drive accretive repeat rates Add partnerships Additional SkyBox capabilities Free-to-Play games for buyers International and adjacent TAM expansion volume Increase Expand Platform Deepen Engagement Enhance event discovery • Increase frequency and nature of user interactions Accelerate loyalty flywheel ● Vivid Seats 18#19Efficient Capital Structure Providing Strategic Flexibility¹ Additional 2023 Cash Generation 1. 2. 3. Sizable Cash Balance $306M Strategic Flexibility Undrawn Credit Facility $100M Low Debt Balance $272M² As of Q2 2023. Represents term loan principal outstanding. Based on enterprise value, subject to closing adjustments, of ¥8.7 billion converted at a 142.3 JPY/USD exchange rate. Robust cash conversion; generated $83M cash from operations in 1H Cash balance exceeding debt balance¹ by $35M The upcoming acquisition of Wavedash for approx. $61M cash³, the leading secondary ticket marketplace in Japan, is indicative of the strategic optionality our cash flow and robust balance sheet enable Ongoing evaluation of opportunities that will expand TAM, drive profitable growth and maximize long-term shareholder returns Vivid Seats .#20CK Thank You dillo#21Appendix Vividseats#22Non-GAAP Reconciliations (in thousands except for percentages) Net income / Net income margin Income tax expense (benefit) Interest expense - net Depreciation and amortization Sales tax liability (¹) Transaction costs (2) Equity-based compensation (3) Loss on extinguishment of debt (4) Litigation, settlements and related costs (5) Change in fair value of warrants (6) Q1 2022 $3,138 $76 $3,942 $1,385 $922 $1,402 $3,597 $4,285 -$14 $2,279 2022 Q2 2022 $24,060 $2,699 $1,726 $2,010 $2,345 $5,312 $1,009 -$8,832 Q3 2022 $18,747 $118 $2,901 $2,158 -$118 $538 $5,073 $89 -$65 -$1,220 $63 $21,012 $30,329 $28,284 Q4 2022 $24,834 -$1,784 $3,316 $2,463 $555 $5,071 $1,393 -$1,609 2023 Q1 2023 $30,272 $285 $3,280 $2,598 $456 $5,530 $300 -$327 Q2 2023 $38,326 -$24,485 $2,772 $2,704 -$845 $34 $306 $7 $33,700 $42,435 $4,488 $7,380 -$66 $1,000 Q1 2022 2.4% 0.1% 3.0% 1.1% 0.7% 1.1% 2.8% 3.3% 0.0% 1.7% -$1,052 $10 $31,077 16.1% This relates to the revaluation of warrants to purchase common units of Hoya Intermediate, LLC held by Hoya Topco, LLC following the Merger Transaction. This relates to the revaluation of Vivid Picks cash earnouts. (8) This relates to asset disposals, which are not considered indicative of our core operating performance. Q2 2022 Q3 2022 Q4 2022 12.0% 0.1% 1.8% 1.4% -0.1% 15.1% -1.1% 2.0% 1.5% 0.3% 3.2% 16.3% 1.8% 1.2% 1.4% 2022 1.6% 3.6% 0.7% -6.0% 0.1% 20.5% 0.0% -0.8% 0.3% 3.1% 0.0% 18.0% 0.8% -1.0% -0.5% Change in fair value of contingent consideration Loss on asset disposals (8) Adjusted EBITDA / Adjusted EBITDA margin Notes: (1) We have historically incurred sales tax expense in jurisdictions where we expected to remit sales tax payments but were not yet collecting from customers. During 2H 2021, we began collecting sales tax from customers in the required jurisdictions. The sales tax liability presented herein represents the tax liability for sales tax prior to the date we began collecting sales tax from customers reduced by abatements received, inclusive of any penalties and interest assessed by the jurisdictions. The remaining historic sales tax liability payments were made during the year ended 12/31/2022. (2) Transaction costs consist of legal, accounting, tax and other professional fees; personnel-related costs, which consist of retention bonuses; and integration costs. Transaction costs recognized in 2023 were primarily related to expenses incurred in connection with a secondary offering by Hoya Topco, LLC of our Class A common stock, expenses incurred for strategic investments and legal expenses and retention bonuses related to our acquisition of Betcha Sports, Inc. ("Betcha," which was rebranded as "Vivid Picks"). Transaction costs recognized in 2022 were primarily related to the merger transaction with Horizon Acquisition Corporation (the "Merger Transaction"), our acquisition of Betcha and the refinancing of the June 2017 First Lien Loan with the February 2022 First Lien Loan. (3) We incur equity-based compensation expenses for profits interests issued prior to the Merger Transaction and equity granted pursuant to the 2021 Incentive Award Plan (the "2021 Plan"), which we do not consider to be ve of our core operating performance. The 2021 Plan was approved and adopted in order to acilitate the grant of equity incentive awards to our employees, directors and consultants. The 202 Plan became effective on 10/18/2021. (4) Losses incurred resulted from the extinguishment of the June 2017 First Lien Loan in February 2022. (5) These amounts relate to external legal costs, settlement costs and insurance recoveries, which were unrelated to our core business operations. (6) 0.2% 20.4% Q1 2023 18.8% 0.2% 2.0% 1.6% 0.3% 3.4% 0.2% -0.2% 2023 0.0% 0.0% 26.3% Q2 2023 23.2% -14.8% 1.7% 1.6% 2.7% 4.5% 0.0% 0.6% -0.6% 0.0% 18.8% Vivid Seats .