PARTICIPATION SCENARIO OVERVIEW

PARTICIPATION SCENARIO OVERVIEW - Creation of a new Series 8 Preferred - 1.5x liquidation preference - Senior to all other Series except the Convertible Notes - Series 8 purchase price same as Convertible Notes conversion price - Series 8 will be sold in a two-stage financing: Initial $40M sale was completed on 7/24/15; as required by IRA, other Major Investors are now being given 20 days to participate in the deal - For every dollar invested in Series 8, investors that invest at least their Minimum Amount receive an option to move a portion of their liquidation preference up in the stack, beginning with the oldest Preferred Series first - Investor can defer decision whether to exchange prior preferred for Series 8 until liquidity event (up to 10 years) - An investor's Minimum Amount is 12.39% of its existing liquidation preference - Amount of liquidation preference available to be moved up is based on a fixed ratio for all investors: participating investors will surrender prior preferred with a liquidation preference equal to 6.0x their dollars invested in Series 8 and receive Series 8 with a liquidation preference equal to 9.0x their dollars invested - 1.5x in exchange for cash and 7.5x in exchange for prior preferred - If an investor's prior liquidation preference is less than 6.0x its investment in Series 8, it surrenders all of its existing preferred and still receives the full amount of Series 8 - Investors not exchanging their prior preferred continue with original Series ownership with all commensurate terms and rights EFTA01207463 JAWBONE INVESTMENT OVERVIEW Investor Mon. Inc. Amount Invested In Exchange Current Liquidation Amount Moved to Additional Llq Pref : Liquidation Resulting Liquidation Change in Serles8 Ratio Preference Serles8 $ Invested Preference Increase Preference Sharecount $833.333 6.0x $5.000.000 $5.000.000 3.0x $2.500.000 97.500.000 219.729 Note: Liquidation preference is exchanged on 1:1 basis, however, shares are exchanged based on the Series 8 price per share of $5.46 / share (or $8.20 / share to reflect 1.5x liquidation preference). Therefore, a participating investor with a liquidation preference(s) per share below $8.20 choosing to exchange their prior Preferred for Series 8 will have their outstanding share ownership decrease. Such an investor could wait to decide whether to exchange their shares until a liquidity event (up to 10 years). A participating investor with a liquidation preference(s) per share above $8.20 will increase their share ownership upon exchanging their prior Preferred for Series 8, and could choose to make that exchange immediately. Current Shares Outstanding: 400.914 (including convertible notes & $4014 investment) Note: Sharecounts shown on a non-converted basis EFTA01207464