Contract analysis

Section 1.1 — Issuer Identification The Applicant hereby provides the following identifying information in connection with this Original Listing Application — Supplemental Materials filed with the New York Stock Exchange, Inc. (the "NYSE" or the "Exchange"): Full Legal Name: Arbor Health Technologies Inc. (the "Company," "AHT," "Arbor Health," or the "Issuer") State of Incorporation: Delaware Date of Incorporation: A

Section 1.2 — Description of Business Arbor Health Technologies Inc. operates a comprehensive, cloud-based clinical decision support and population health management platform that is used by healthcare providers and health systems to improve clinical outcomes, manage patient populations, streamline revenue cycle operations, and generate actionable insights through real-time data analytics. The Company's platform inte

Section 1.3 — Issuer's Counsel The Company is represented in connection with the initial public offering and this listing application by: Calderwood & Harkness LLP 125 Broad Street New York, New York 10004 Telephone: (212) 558-4000 Facsimile: (212) 558-3588 Theodore Langston — Responsible Partner, Capital Markets Group Email: tlangston@calderwoodharkness.com Direct: (212) 558-4120 Eric Johannsen — Lead Associate, Cap

Section 1.4 — Underwriters and Underwriters' Counsel The following firms are serving as underwriters in connection with the Company's initial public offering of Common Stock: Lead Left Bookrunner: Whitfield Barrow & Co., LLC 383 Madison Avenue New York, New York 10179 FINRA Central Registration Depository (CRD) Number: 7924 Contact: Jonathan Pritchett, Managing Director, Equity Capital Markets Contact: Sarah Langley-

Section 2.1 — Description of Securities The Company hereby applies to list the following securities on the New York Stock Exchange: Security: Common Stock, par value $0.001 per share ("Common Stock") CUSIP Number: 039217105 Proposed Ticker Symbol: ARHT Each share of Common Stock entitles the holder thereof to one vote on all matters submitted to a vote of stockholders, including the election of directors. Holders of

Section 2.2 — Authorized Share Capital (Post-IPO) The authorized capital stock of the Company, as set forth in the Amended and Restated Certificate of Incorporation filed with the Secretary of State of the State of Delaware on February 13, 2024, consists of the following: Common Stock. Four hundred million (400,000,000) shares of Common Stock, par value $0.001 per share, are authorized. The rights, powers, preference

Section 2.3 — Shares Outstanding and to Be Listed The following table sets forth the number of shares of Common Stock outstanding before and after the initial public offering, including upon full exercise of the overallotment option granted to the underwriters: All 20,000,000 shares offered in the base offering are primary shares issued and sold by the Company. No shares were sold by selling stockholders. The overall

Section 2.4 — Shares Reserved for Issuance The Company has reserved shares of Common Stock for issuance under the following equity compensation plans: 2014 Stock Incentive Plan. The Company's 2014 Stock Incentive Plan (the "2014 Plan") was adopted by the Board of Directors and approved by the stockholders in June 2014. A total of 12,000,000 shares of Common Stock are authorized for issuance under the 2014 Plan. As of

Section 2.5 — Dual-Class Structure The Company hereby confirms that it does not have a dual-class or multi-class stock structure. The Company has only a single class of Common Stock outstanding, and each share of Common Stock is entitled to one (1) vote per share on all matters submitted to a vote of stockholders. The Company's Amended and Restated Certificate of Incorporation does not provide for any class of stock

Section 3.1 — Market Capitalization The post-IPO aggregate market capitalization of the Company, calculated based on the total number of shares of Common Stock outstanding following the initial public offering (including full exercise of the overallotment option) multiplied by the initial public offering price of $20.00 per share, is as follows: The NYSE's initial listing standard for domestic companies under the mar

Section 3.2 — Total Stockholders' Equity Following the initial public offering and the receipt of the net proceeds therefrom, the Company's total stockholders' equity will substantially exceed all applicable NYSE thresholds for initial listing. As set forth in the audited consolidated financial statements included in the Registration Statement on Form S-1 (File No. 333-276841), the Company's total stockholders' equit

Section 3.3 — Distribution Standards — Public Float The following table sets forth the distribution of the Company's Common Stock for purposes of compliance with the NYSE's public float requirements: Lock-Up Arrangements. All directors, executive officers, and holders of 1% or more of the Company's pre-IPO Common Stock have entered into lock-up agreements with Whitfield Barrow & Co., LLC, as Representative of the und

Section 3.4 — Round Lot Holders The NYSE requires that a company have a minimum of 400 round lot holders (i.e., holders of 100 or more shares of Common Stock) at the time of initial listing. Based on the Company's discussions with the underwriting syndicate and customary distribution patterns for offerings of comparable size and structure, the Company anticipates that the number of round lot holders following the clo

Section 3.5 — Financial Standards — Earnings Test / Market Capitalization / Revenue Test The Company satisfies the NYSE's initial listing financial standards under the market capitalization/revenue test, as set forth in Section 102.01C of the NYSE Listed Company Manual. The applicable requirements and the Company's compliance are summarized as follows: In addition, although the Company is relying on the market capita

Section 3.6 — Share Price The initial public offering price of the Company's Common Stock is $20.00 per share, as set forth in the final prospectus filed with the Securities and Exchange Commission (the "SEC") pursuant to Rule 424(b)(4) under the Securities Act on February 9, 2024. The NYSE requires that the share price of a security be at least $4.00 per share at the time of initial listing, as set forth in Section

Section 4.1 — Certification of Compliance with NYSE Listed Company Manual Section 303A Arbor Health Technologies Inc. hereby certifies that, upon listing of its Common Stock on the New York Stock Exchange, it will be in compliance with, or in the process of achieving compliance pursuant to applicable phase-in provisions with, all corporate governance standards set forth in Section 303A of the NYSE Listed Company Manu

Section 4.2 — Board of Directors Composition (Section 303A.01) Effective upon the closing of the initial public offering, the Board of Directors of Arbor Health Technologies Inc. will consist of seven (7) members, as follows: As described in Section 4.3 below, the Company does not qualify as a "controlled company" under NYSE rules and accordingly is subject to the requirement that a majority of its Board be composed

Section 4.3 — Controlled Company Exemption (Section 303A.00) Under Section 303A.00 of the NYSE Listed Company Manual, a "controlled company" is defined as a company of which more than 50% of the voting power for the election of directors is held by an individual, a group, or another company. A company that qualifies as a controlled company is exempt from the requirements of Section 303A.01 (majority independent board

Section 4.4 — Director Independence Determinations (Section 303A.02) The Board of Directors has undertaken a review of the independence of each member of the Board in accordance with the standards set forth in Section 303A.02 of the NYSE Listed Company Manual. In making its independence determinations, the Board considered all relevant facts and circumstances, including the categorical standards for independence set

Section 4.5 — Executive Sessions of Non-Management Directors (Section 303A.03) In accordance with Section 303A.03 of the NYSE Listed Company Manual, the Company confirms that, upon listing, the Board of Directors will hold regular executive sessions at which only non-management directors are present, without any member of management being in attendance. The Corporate Governance Guidelines adopted by the Board, effect

Section 4.6 — Nominating / Corporate Governance Committee (Section 303A.04) The Board of Directors has established a Nominating and Corporate Governance Committee (the "N&CG Committee"), effective upon the closing of the initial public offering. The N&CG Committee will operate pursuant to a written charter adopted by the Board, which is compliant with the requirements of Section 303A.04 of the NYSE Listed Company Man

Section 4.7 — Compensation Committee (Section 303A.05) The Board of Directors has established a Compensation Committee (the "Compensation Committee"), effective upon the closing of the initial public offering. The Compensation Committee will operate pursuant to a written charter adopted by the Board, which is compliant with the requirements of Section 303A.05 of the NYSE Listed Company Manual. The Compensation Commit

Section 4.8 — Audit Committee (Section 303A.06 and 303A.07; Rule 10A-3) 4.8.1 — Composition The Board of Directors has established an Audit Committee (the "Audit Committee"), effective upon the closing of the initial public offering. The Audit Committee will operate pursuant to a written charter adopted by the Board, which is compliant with the requirements of Sections 303A.06 and 303A.07 of the NYSE Listed Company M

Section 4.9 — Corporate Governance Guidelines (Section 303A.09) In accordance with Section 303A.09 of the NYSE Listed Company Manual, the Board of Directors has adopted Corporate Governance Guidelines, effective upon the closing of the initial public offering. The Corporate Governance Guidelines address the following subjects, among others: • Board Composition and Size. The Corporate Governance Guidelines provide tha

Section 4.10 — Code of Business Conduct and Ethics (Section 303A.10) In accordance with Section 303A.10 of the NYSE Listed Company Manual, the Board of Directors has adopted a Code of Business Conduct and Ethics (the "Code of Conduct"), effective upon the closing of the initial public offering. The Code of Conduct is applicable to all employees, officers, and directors of Arbor Health Technologies Inc. and its subsid