The Offering for GRDN's Class A common stock, consisting of 3,980,000 shares being offered by certain selling stockholders and 1,020,000 newly issued shares being offered by Guardian as part of a non-dilutive "synthetic secondary" transaction, as described below. In addition, the selling stockholders intend to grant the underwriters a 30-day option to purchase up to an additional 750,000 shares of Class A common stock at the public offering price, less the underwriting discount.

Guardian will not retain any proceeds from the Offering and, upon completion of the Offering and the Synthetic Secondary, the total number of outstanding shares of Class A common stock will remain the same. The shares to be repurchased by Guardian consist of shares of Class A common stock that were issued upon conversion of shares of Guardian's Class B common stock that were originally issued in connection with its corporate reorganization in September 2024. Guardian will not receive any proceeds from the offering of shares by the selling stockholders in the Offering.