Advantage Solutions Inc

The following table summarizes the payments that would be made to our Named Executive Officers upon the occurrence of a qualifying termination of employment and/or a change in control of the Company, assuming that each Named Executive Officer’s termination of employment with us and/or change in control (as applicable) occurred on December 31, 2024 under the circumstances described above. Amounts shown assume that any successor company in a change in control assumed or substituted awards for any outstanding awards under the A&R 2020 Plan and do not include (i) accrued but unpaid salary through the date of termination or (ii) vested benefits already earned or accrued by the Named Executive Officer prior to termination.

(1) For each Messrs. Peacock, Growe, and Taylor, and Ms. Young, the severance payments and benefits set forth in the table above reflect the estimated payments and benefits assuming the applicable triggering event took place on December 31, 2024. For Mr. Pestello, the severance payments and benefits set forth in the table above reflect the payments and benefits actually received or to be received by him in connection with his termination of employment, which are described in more detail above under “Potential Payments Upon Termination or Change in Control—Jack Pestello.”

(2) Reflects company portion of payments made during the severance period described above. For termination due to death or disability, healthcare benefits continue only for termination related to disability, and are reduced by any amounts received under an applicable disability policy.

(3) For Messrs. Peacock, Growe, and Taylor, and Ms. Young, represents the value of certain equity awards held by the Named Executive Officers on December 31, 2024 that would be subject to accelerated vesting, based on the closing stock price of our common stock on December 31, 2024 ($2.92) less, if applicable, the exercise price of each outstanding stock option. For Mr. Pestello, represents the value of the accelerated vesting of his equity awards in connection with his termination of employment based on the closing stock price of our common stock on December 31, 2024 ($2.92), although the actual vesting of his awards will occur on different dates. Mr. Pestello’s amount does include up to 179,130 PSUs that may vest in the future subject to the Company’s actual performance. For details regarding the equity award that were accelerated in connection with Mr. Pestello’s termination of employment, see above under “Potential Payments Upon Termination or Change in Control—Jack Pestello.”

(4) For purposes of this column, the number of RSUs and options subject to accelerated vesting is reflected based on the number of awards that would vest on the next occurring vesting date following the date of termination. For PSUs granted prior to 2024, the number of PSUs subject to accelerated vesting is based on actual performance given that the applicable performance period was complete as of December 31, 2024. For PSUs granted in 2024, the number of PSUs subject to accelerated vesting is based on (i) actual performance for completed annual performance periods as of the assumed date of termination, and (ii) target performance for performance periods that have not yet commenced as of the assumed date of termination, in each case, without any adjustment based on our relative TSR ranking, and prorated based on the length of service during the three-year period ending December 31, 2026.

(5) For purposes of this column, for PSUs granted prior to 2024, the number of PSUs subject to accelerated vesting is based on actual performance given that the applicable performance period was complete as of December 31, 2024. For PSUs granted in 2024, the number of PSUs subject to accelerated vesting is based on actual performance for the 2024 performance period, given that the performance period was upon the assumed date of termination of employment, and is based on target performance for the 2025 performance period and 2026 performance period, given that the performance periods would not have commenced on the assumed date of termination of employment, without any adjustment based on our relative TSR ranking.

(6) For purposes of this column, for PSUs granted prior to 2024, the number of PSUs subject to accelerated vesting is based on target performance (or, if such termination due to death or disability occurs following a change in control, based on the number of PSUs that remain eligible to vest following the change in control, as described in footnote (5)). For purposes of this table, the PSUs are reflected based on target performance.