1001-00006 · Ardent Capital Partners · Closing

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PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT

Calderwood & Harkness LLP One Liberty Plaza, 45th Floor New York, NY 10006

Matter Number: 1001-00006 Engagement Number: 1001-00006 Template Version Date: May 31, 2024

CERTIFICATION OF NON-FOREIGN STATUS

Pursuant to Section 1445 of the Internal Revenue Code and Treasury Regulations Section 1.1445-2(b)

Transaction Reference: Acquisition of 100% of the Membership Interests in Pinnacle Health Services Group LLC by Ardent Healthcare Merger Sub LLC Pursuant to the Agreement and Plan of Merger Dated March 15, 2024

INTRODUCTORY RECITAL

This Certification of Non-Foreign Status (this "Certificate") is a standard form certificate prepared by Calderwood & Harkness LLP to be executed individually by each seller of membership interests (each, a "Transferor") in Pinnacle Health Services Group LLC, a Delaware limited liability company (the "Company"), with Employer Identification Number 82-1947632, headquartered at 2200 Renaissance Boulevard, Suite 400, King of Prussia, Pennsylvania 19406.

This Certificate is furnished in connection with the merger transaction (the "Transaction") pursuant to which Ardent Healthcare Merger Sub LLC, a Delaware limited liability company (the "Transferee" or "Buyer"), will merge with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Ardent Healthcare Intermediate Inc., a Delaware corporation, all in accordance with and subject to the terms and conditions of that certain Agreement and Plan of Merger, dated as of March 15, 2024 (the "Merger Agreement"), by and among Ardent Healthcare Holdings LLC, Ardent Healthcare Merger Sub LLC, Pinnacle Health Services Group LLC, and the members of Pinnacle Health Services Group LLC.

Section 1445 of the Internal Revenue Code of 1986, as amended (the "Code"), provides that a transferee (buyer) of a "United States real property interest" must withhold tax if the transferor (seller) is a "foreign person." For purposes of Section 1445 of the Code, a "foreign person" means a nonresident alien individual, a foreign corporation, a foreign partnership, a foreign trust, or a foreign estate. The withholding obligation imposed under Section 1445 applies to dispositions of interests in entities that hold U.S. real property interests, including, under certain circumstances, dispositions of interests in partnerships.

Treasury Regulations Section 1.1445-2(b)(2) provides that no withholding is required under Section 1445 of the Code if the transferor furnishes to the transferee an affidavit, signed under penalty of perjury, stating that the transferor is not a foreign person and setting forth the transferor's name, U.S. taxpayer identification number, and home address (or, in the case of an entity, its office address).

This Certificate is provided to inform the Transferee that withholding of tax under Section 1445 of the Code is not required upon the disposition of the undersigned Transferor's membership interests in Pinnacle Health Services Group LLC in connection with the Transaction. Each Transferor must execute a separate original Certificate. This Certificate should be completed in accordance with the instructions set forth in Exhibit A attached hereto.

SECTION 1: CERTIFICATION BY INDIVIDUAL TRANSFEROR

(This Section 1 is to be completed by a Transferor who is an individual. If the Transferor is an entity, the Transferor should instead complete Section 2 below and leave this Section 1 blank.)

The undersigned individual, \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ (insert full legal name of Transferor) (the "Transferor"), hereby certifies, represents, and warrants to the Transferee as follows:

The Transferor is not a nonresident alien individual, a foreign corporation, a foreign partnership, a foreign trust, or a foreign estate, in each case as those terms are defined in the Code and the Treasury Regulations promulgated thereunder. The Transferor is a citizen or resident of the United States of America within the meaning of Section 7701(b) of the Code and is a "United States person" within the meaning of Section 7701(a)(30) of the Code.

1.1 Name.

Full Legal Name of Transferor: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

(Insert the Transferor's full legal name exactly as it appears on the Transferor's most recently filed U.S. federal income tax return.)

1.2 U.S. Taxpayer Identification Number.

Social Security Number or Individual Taxpayer Identification Number: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

(Insert the Transferor's Social Security Number ("SSN") or, if the Transferor does not have an SSN, the Transferor's Individual Taxpayer Identification Number ("ITIN"). Providing a U.S. taxpayer identification number is mandatory under Treasury Regulations Section 1.1445-2(b)(2)(i)(B).)

1.3 Home Address.

Current Home Address:

Street Address: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

City: \\\\\\\\\\\\\\\\\\\\\\\\\ State: \\\\\\\\\\ ZIP Code: \\\\\\\\\\\\\\_

(Insert the Transferor's current home address, including street address, city, state, and ZIP code.)

1.4 Interest Being Transferred.

The Transferor is the holder of \\\\\\\\\\\\\\\\% of the outstanding membership interests in Pinnacle Health Services Group LLC (the "Membership Interest"). In connection with the Transaction, the Transferor is transferring the Membership Interest to the Transferee (or is receiving merger consideration in exchange for the cancellation of the Membership Interest) pursuant to the terms of the Merger Agreement. The description of the interest being transferred is as follows:

(Insert percentage of membership interests held.) \\\\\\\\\\\\\\\\% of the outstanding membership interests in Pinnacle Health Services Group LLC.

1.5 Entity Classification of Pinnacle Health Services Group LLC.

The Transferor acknowledges and understands that Pinnacle Health Services Group LLC is classified as a partnership for U.S. federal income tax purposes, and that the Membership Interest constitutes a partnership interest within the meaning of the Code and the Treasury Regulations.

SECTION 2: CERTIFICATION BY ENTITY TRANSFEROR (ALTERNATIVE FORM)

(This Section 2 is to be completed by a Transferor that is an entity, including a disregarded entity, partnership, limited liability company, corporation, trust, or estate that is treated as domestic for U.S. federal income tax purposes. If the Transferor is an individual, the Transferor should instead complete Section 1 above and leave this Section 2 blank.)

The undersigned entity, \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_ (insert full legal name of Entity Transferor) (the "Transferor"), hereby certifies, represents, and warrants to the Transferee as follows:

The Transferor is not a foreign corporation, a foreign partnership, a foreign trust, or a foreign estate, in each case as those terms are defined in the Code and the Treasury Regulations promulgated thereunder. The Transferor is a "United States person" within the meaning of Section 7701(a)(30) of the Code.

2.1 Name.

Full Legal Name of Entity Transferor: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

(Insert the Entity Transferor's full legal name exactly as it appears on the Entity Transferor's most recently filed U.S. federal income tax return or information return.)

2.2 Entity Type.

Type of Entity: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

(Insert entity type — e.g., limited liability company, limited partnership, general partnership, corporation, S corporation, trust, estate, or other entity type, as applicable.)

2.3 U.S. Employer Identification Number.

Employer Identification Number (EIN): \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

(Insert the Entity Transferor's Employer Identification Number. Providing a U.S. taxpayer identification number is mandatory under Treasury Regulations Section 1.1445-2(b)(2)(i)(B).)

2.4 Principal Business Address.

Principal Business Address:

Street Address: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

City: \\\\\\\\\\\\\\\\\\\\\\\\\ State: \\\\\\\\\\ ZIP Code: \\\\\\\\\\\\\\_

(Insert the Entity Transferor's principal business address, including street address, city, state, and ZIP code.)

2.5 State or Jurisdiction of Organization.

Jurisdiction of Formation or Organization: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

(Insert the state or jurisdiction in which the Entity Transferor was formed or organized — e.g., Delaware, New York, etc.)

2.6 Interest Being Transferred.

(Insert percentage of membership interests held.) \\\\\\\\\\\\\\\\% of the outstanding membership interests in Pinnacle Health Services Group LLC.

2.7 Classification for Federal Tax Purposes.

The Transferor certifies that it is not a foreign corporation, foreign partnership, foreign trust, or foreign estate within the meaning of the Code. The Transferor is organized or formed under the laws of one of the fifty states of the United States, the District of Columbia, or a territory or possession of the United States, and is treated as a domestic entity for U.S. federal income tax purposes. The Transferor is a "United States person" within the meaning of Section 7701(a)(30) of the Code.

If the Entity Transferor is a disregarded entity for U.S. federal income tax purposes, the Entity Transferor certifies that its sole owner is a United States person within the meaning of Section 7701(a)(30) of the Code.

SECTION 3: REPRESENTATIONS AND ACKNOWLEDGMENTS

The Transferor (whether completing Section 1 or Section 2 above, as applicable) further represents, warrants, acknowledges, and agrees as follows:

3.1 Disclosure to the Internal Revenue Service. The Transferor understands that this Certificate may be disclosed to the Internal Revenue Service (the "IRS") by the Transferee, and that any false statement contained herein could be punished by fine, imprisonment, or both, pursuant to the applicable provisions of the Code and Title 18 of the United States Code.

3.2 Reliance by the Transferee. The Transferor understands and acknowledges that the Transferee is relying on this Certificate in determining whether withholding of tax is required under Section 1445 of the Code in connection with the Transaction. The Transferor further acknowledges that the Transferee may also rely on this Certificate in determining whether withholding is required under Section 1446(f) of the Code, to the extent applicable to the transfer of the Membership Interest.

3.3 Notification of Changed Circumstances. The Transferor agrees to notify the Transferee promptly in writing if, at any time prior to the closing of the Transaction (the "Closing"), any of the statements, certifications, or representations contained in this Certificate become untrue, inaccurate, or incomplete in any material respect. In the event that any such statement becomes untrue, the Transferor acknowledges that the Transferee may be required to withhold tax under Section 1445 and/or Section 1446(f) of the Code.

3.4 Transaction Reference. The Transferor acknowledges that this Certificate is being provided in connection with the merger transaction contemplated by the Agreement and Plan of Merger, dated as of March 15, 2024, among Ardent Healthcare Holdings LLC, Ardent Healthcare Merger Sub LLC, Pinnacle Health Services Group LLC, and the members of Pinnacle Health Services Group LLC. The Transferor further acknowledges that the execution and delivery of this Certificate is a condition precedent to the obligation of the Transferee to consummate the Transaction with respect to the Transferor's Membership Interest.

3.5 No Release of Tax Obligations. The Transferor acknowledges and agrees that this Certificate does not relieve the Transferor of any obligation to file a U.S. federal income tax return (or any applicable state, local, or other tax return) or to pay any U.S. federal income tax (or any applicable state, local, or other tax) due with respect to the disposition of the Membership Interest. The Transferor remains solely responsible for the proper reporting of the Transaction and the payment of all taxes arising therefrom.

SECTION 4: APPLICABLE REGULATIONS CROSS-REFERENCE

The following provisions of the Code and the Treasury Regulations are relevant to this Certificate and are referenced herein for completeness:

4.1 Treasury Regulations Section 1.1445-2(b)(2). This Certificate is provided in accordance with Treasury Regulations Section 1.1445-2(b)(2), which sets forth the requirements for an affidavit of non-foreign status furnished by a transferor to a transferee in connection with the disposition of a U.S. real property interest. Under this regulation, a transferee is not required to withhold under Section 1445 of the Code if the transferor furnishes to the transferee an affidavit, signed under penalty of perjury, stating that the transferor is not a foreign person.

4.2 Treasury Regulations Section 1.1445-2(b)(2)(i). Treasury Regulations Section 1.1445-2(b)(2)(i) specifies the required content of a non-foreign affidavit. The affidavit must include: (A) a statement that the transferor is not a foreign person; (B) the transferor's name and U.S. taxpayer identification number; and (C) the transferor's home address (in the case of an individual) or office address (in the case of an entity). This Certificate has been drafted to satisfy each of these content requirements.

4.3 Treasury Regulations Section 1.897-2. Treasury Regulations Section 1.897-2 sets forth rules for determining whether an entity is a "United States real property holding corporation" and for defining a "United States real property interest." Although Pinnacle Health Services Group LLC is classified as a partnership for U.S. federal income tax purposes and is therefore not a corporation for purposes of Section 897 of the Code, the interests in a partnership may nonetheless constitute United States real property interests if the partnership holds United States real property interests within the meaning of Section 897(c) of the Code. This Certificate addresses the status of the Transferor (i.e., whether the Transferor is a United States person or a foreign person), and does not address or make any representation regarding the characterization of the Membership Interest as a U.S. real property interest.

4.4 Section 1446(f) of the Code. Section 1446(f) of the Code, as added by the Tax Cuts and Jobs Act of 2017, imposes a withholding obligation on transferees of interests in partnerships that are engaged in a trade or business within the United States. Under Section 1446(f)(1), if any portion of the gain (if any) on the disposition of an interest in a partnership would be treated under Section 864(c)(8) of the Code as effectively connected with the conduct of a trade or business within the United States, the transferee is generally required to withhold a tax equal to ten percent (10%) of the amount realized on the disposition. However, withholding under Section 1446(f)(1) does not apply if the transferor is a United States person. This Certificate is also provided for purposes of establishing that the Transferor is a United States person within the meaning of Section 7701(a)(30) of the Code and is therefore not subject to withholding under Section 1446(f)(1), to the extent applicable to the transfer of the Membership Interest.

SECTION 5: SIGNATURE

Under penalties of perjury, I declare that I have examined this Certification of Non-Foreign Status and, to the best of my knowledge and belief, it is true, correct, and complete. I further declare that I have the authority to sign this Certificate and to make the certifications, representations, and warranties contained herein.

Signature: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\_

Printed Name: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

Date: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

Capacity (if signing on behalf of an entity): \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\ (Insert title or capacity — e.g., Managing Member, Trustee, Authorized Officer, General Partner, President, etc.)

SCHEDULE OF ANTICIPATED TRANSFERORS

(Informational Reference Only)

Note: This Schedule is provided for reference purposes only and identifies the sellers expected to execute this Certification of Non-Foreign Status. The inclusion of a name on this Schedule does not constitute or substitute for the execution and delivery of a separate original Certificate by the identified Transferor. Each Transferor must execute a separate original Certificate. This Schedule may be updated from time to time by counsel in connection with the Transaction without requiring an amendment to the form of Certificate.

There are anticipated to be \\\\\\\\\\ Transferors executing this form of Certificate in connection with the Transaction.

EXHIBIT A

INSTRUCTIONS FOR COMPLETING THE CERTIFICATION OF NON-FOREIGN STATUS

The following instructions are provided to assist each Transferor in completing the Certification of Non-Foreign Status (the "Certificate") in connection with the merger transaction involving Pinnacle Health Services Group LLC. Please read these instructions carefully before completing and signing the Certificate.

1. Selection of Applicable Section.

Each Transferor must determine whether it should complete Section 1 (for individual Transferors) or Section 2 (for entity Transferors) of the Certificate. Do not complete both Sections.

• Section 1 should be completed by any Transferor who is an individual (i.e., a natural person), including individuals who are U.S. citizens or U.S. resident aliens.

• Section 2 should be completed by any Transferor that is an entity, including a limited liability company, limited partnership, general partnership, corporation, S corporation, trust, estate, or any other domestic entity. Section 2 should also be used by a disregarded entity (such as a single-member LLC that is disregarded for federal income tax purposes), in which case the entity should certify that its sole owner is a United States person.

2. Legal Name.

Each Transferor must insert its full legal name exactly as it appears on the Transferor's most recently filed U.S. federal income tax return (IRS Form 1040 for individuals, IRS Form 1065 for partnerships, IRS Form 1120 or 1120-S for corporations, IRS Form 1041 for trusts and estates, or other applicable return). If the Transferor has legally changed its name since the filing of its most recent tax return, the Transferor should use its current legal name and note the former name in the margin or on an attachment to the Certificate.

3. Taxpayer Identification Number.

Each Transferor must provide its U.S. taxpayer identification number. For individual Transferors, this is the Transferor's Social Security Number ("SSN") or, if the individual does not have an SSN, the individual's Individual Taxpayer Identification Number ("ITIN"). For entity Transferors, this is the entity's Employer Identification Number ("EIN"). The provision of a taxpayer identification number is mandatory under Treasury Regulations Section 1.1445-2(b)(2)(i)(B). Failure to provide a valid taxpayer identification number will render the Certificate invalid, and the Transferee may be required to withhold tax from the merger consideration payable to the Transferor.

4. Timing of Execution.

The Certificate must be signed and dated no earlier than thirty (30) calendar days before the anticipated closing date of the Transaction (the "Closing Date"). Certificates signed more than thirty (30) calendar days before the Closing Date may be rejected by the Transferee or by the Transferee's counsel, and a new Certificate may be required. If the Closing Date is delayed or extended, the Transferee may request that each Transferor execute and deliver an updated Certificate. Each Transferor will be notified of the anticipated Closing Date in advance to ensure timely execution.

5. Retention of Copies.

Each Transferor should retain a copy of the executed Certificate for the Transferor's personal or entity records. In addition, the Transferor should attach a copy of the executed Certificate to the Transferor's U.S. federal income tax return for the taxable year in which the transfer of the Membership Interest occurs. Retaining a copy of the Certificate is advisable in the event that the IRS inquires about the Transferor's non-foreign status in connection with the Transaction.

6. Delivery Instructions.

The original executed Certificate must be delivered to the Transferee's counsel at the following address:

Transferee's Counsel: Harcourt Shaw & DeVries LLP 51 West 52nd Street New York, NY 10019

Attention: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

(Insert contact name)

A copy of the executed Certificate must also be delivered to Tax Counsel at the following address:

Tax Counsel: Calderwood & Harkness LLP One Liberty Plaza, 45th Floor New York, NY 10006

Attention: \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

(Insert contact name)

Delivery may be made by hand, by overnight courier (such as Severin Partners LLC or Halcyon Partners LLC), or by email (with the original to follow by mail or courier), unless otherwise directed by the Transferee's counsel. Each Transferor should confirm receipt of the Certificate with the designated contact person at the Transferee's counsel.

7. Questions.

Any questions regarding the completion of this Certificate should be directed to Calderwood & Harkness LLP at the address set forth above. Each Transferor is also encouraged to consult with the Transferor's own tax advisors regarding the tax consequences of the Transaction and the Transferor's obligations under the Code.

DOCUMENT CONTROL INFORMATION

This Certification of Non-Foreign Status template was prepared by Calderwood & Harkness LLP in connection with the representation of the parties to the merger transaction described herein.

Privileged and Confidential — Attorney Work Product

This document and all information contained herein are subject to the attorney-client privilege, the work product doctrine, and other applicable privileges. This document is intended solely for use by the parties to the Transaction and their respective counsel in connection with the completion and execution of non-foreign status certifications required under Section 1445 of the Internal Revenue Code. Any unauthorized use, distribution, or disclosure of this document is strictly prohibited.