Avalara Q2 2022 Financial Analysis

In Our View, Avalara Overstates the Independence of Its Board Avalara has strong board oversight, with experienced independents and robust M&A transaction experience Avalara 82% Independent Board 1 Bruce Crawford Robin Foote Edward Gilhuly SVP of Jacobs, Former CIO of US Army Partner of Novantas Founder of Sageview Capital Bill Ingram Marcela Martin Scott McFarlane 2 3+ Month Former CFO of Avalara President of BuzzFeed Cofounder and CEO of Avalore Review Process Tami Reller Brian Sharples Rajeev Singh 2 CEO of Duly Health and Care Cofounder and former CEO of HomeAway 11 CEO of Accolade 3 Board Meetings Held during the Process Srinivas Tallapragada Kathy Zwickert Independent Directors Chief Engineering Officer of Salesforce Former Chief People Officer of NetSuite 18 3 Avalara appears to count as "independent” two directors with longstanding relationships with Vista, its principals and its portfolio companies Marcela Martin serves on the Board of a Vista-controlled company, Cvent, with four other Vista professionals, including the Vista partner responsible for the Avalara deal1 Rajeev Singh has served on the board of a company that Vista acquired² The Company suggests a three-month sale process is exceptional or evidence that the Board's sale process was particularly robust; in reality, a three-month process is merely typical³ The number of meetings does not, in our view, have any bearing on how comprehensive the process was or how aggressively the Board negotiated on behalf of shareholders; we do not believe this is a particularly relevant data point Avalara neglects to mention that its CEO stands to realize approximately $30 million in golden parachute compensation as a result of this transaction; 4 we believe this would have been a vastly more attractive outcome to him than the "leadership changes" that the Board was apparently contemplating 1 Source: Avalara Definitive Proxy Statement, filed with the SEC on September 12, 2022, at page 60. 3 Analysis of the length of the sale processes among the companies used by Avalara's financial advisor in its Selected Transactions Analysis, the average length of the sale process was 3.2 months. 2 Id. 11 4 Source: Avalara Definitive Proxy Statement, filed with the SEC on September 12, 2022, at page 70. 5 Source: Avalara Investor Presentation, filed with the SEC on September 23, 2022, at page 8 ("Transformation will take time and require leadership and team changes"). Altair US, LLC

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