ABPO · Abpro Holdings, Inc.

The price reported in Column 4 is a weighted average price. The reporting person undertakes to provide to Abpro Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (2) to this Form 4.

These shares were purchased in multiple transactions at prices ranging from $0.2644 to $0.2979, inclusive.

This stock option award vests in full on November 13, 2025, subject to the reporting person's continuous service to the Issuer through such date.

Certain of the securities reported in Column 5 of Table I are restricted stock units ("RSU"). Each RSU represents a contingent right to receive one share of common stock, par value $0.0001 per share, subject to the applicable vesting schedule and conditions of the applicable RSU award and the Issuer's 2024 Equity Incentive Plan. The 500,000 RSUs included in Column 5 of Table I vest in three equal annual installments on each anniversary of March 3, 2025, subject to BioCelsus International Inc.'s (the "Consultant") service continuing through and on each such vesting date. The RSUs were issued to the reporting person as the designee of the Consultant.

This stock option award vests in full on November 13, 2025, subject to the reporting person's continuous service to the Issuer through such date.

The price reported in Column 4 is a weighted average price. The reporting person undertakes to provide to Abpro Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (2) to this Form 4.

These shares were purchased in multiple transactions at prices ranging from $0.2580 to $0.2670, inclusive.

The price reported in Column 4 is a weighted average price. The reporting person undertakes to provide to Abpro Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4.

These shares were sold in multiple transactions at prices ranging from $0.2482 to $0.2600, inclusive.

The prices reported in Column 4 are weighted average prices. The reporting person undertakes to provide to Abpro Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.

These shares were sold in multiple transactions at prices ranging from $0.3224 to $0.3980, inclusive.

The prices reported in Column 4 are weighted average prices. The reporting person undertakes to provide to Abpro Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.

These shares were sold in multiple transactions at prices ranging from $0.2517 to $0.2953, inclusive.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") on November 13, 2024, of 6,528,200 shares of Common Stock to the reporting person pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro Corporation, a Delaware corporation ("Abpro"), relating to the business combination between the Issuer and Abpro (the "Business Combination").

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award was initially granted by Abpro to the reporting person on April 14, 2021. The sock option award vests as follows: twenty-five percent (25%) the shares subject to the option vested on April 14, 2022, and the remaining seventy-five percent (75%) of the total number of shares subject to the option vest in thirty-six (36) substantially equal monthly installments thereafter, subject to the reporting person's continuous service to the Issuer through such date.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award was initially granted by Abpro to the reporting person on February 18, 2022. The sock option award vests as follows: twenty-five percent (25%) the shares subject to the option vested on February 18, 2023, and the remaining seventy-five percent (75%) of the total number of shares subject to the option vest in thirty-six (36) substantially equal monthly installments thereafter, subject to the reporting person's continuous service to the Issuer through such date.

Reflects the issuance by the Issuer of rollover stock option awards in connection with the closing of the Business Combination.

This stock option award was initially granted by Abpro to the reporting person on February 18, 2022. The stock option award vests as follows: twenty-five percent (25%) the shares subject to the option vested on February 18, 2022, and the remaining seventy-five percent (75%) of the total number of shares subject to the option vest in thirty-six (36) substantially equal monthly installments thereafter, subject to the reporting person's continuous service to the Issuer through such date.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

Reflects the issuance by the Issuer of rollover stock option awards in connection with the closing of the Business Combination.

This stock option award is 100% vested.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") on November 13, 2024, of an aggregate of 91,900 shares of Common Stock (the "Shares") pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro Corporation, a Delaware corporation ("Abpro"), relating to the business combination between the Issuer and Abpro (the "Business Combination"). The Shares are comprised of (1) 85,600 shares issued as merger consideration, and (ii) 6,300 shares issuable pursuant to rollover RSUs issued in connection with the Business Combination.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

On November 15, 2024, the reporting person filed a Form 4 which inadvertently omitted the transaction disclosed hereby.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") on November 13, 2024, of rollover stock option awards in connection with the business combination between the Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), by and among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

Biocelsus International Co. Ltd. is controlled by the reporting person. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Reflects the issuance by the Issuer to FV Dynasty Trust, of which the reporting person is trustee, on November 13, 2024, of 1,137,200 shares of Common Stock pursuant the Business Combination Agreement. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

Reflects the issuance by Abpro Holdings, Inc. (f/k/a Atlantic Coastal Acquisition Corp. II) (the "Issuer") of rollover stock options awards in connection with the closing of the business combination between Issuer and Abpro Corporation, a Delaware corporation ("Abpro"), pursuant to a Business Combination Agreement, dated as of December 11, 2023 (as amended by Amendment No. 1 to Business Combination Agreement, dated September 4, 2024, the "Business Combination Agreement"), among the Issuer, Abpro Merger Sub Corp, a Delaware corporation, and Abpro.

This stock option award is 100% vested.

Reflects the issuance by the Issuer of rollover stock option awards in connection with the closing of the Business Combination.

This stock option award was initially granted by Abpro to the reporting person on April 14, 2021. The stock option award vests as follows: twenty-five percent (25%) the shares subject to the option vested on April 14, 2022, and the remaining seventy-five percent (75%) of the total number of shares subject to the option vest in thirty-six (36) substantially equal monthly installments thereafter, subject to the reporting person's continuous service to the Issuer through such date.

Reflects the issuance by the Issuer of rollover stock option awards in connection with the closing of the Business Combination.

This stock option award is 100% vested.

Reflects the issuance by the Issuer to the reporting person's spouse on November 13, 2024, of 987,400 shares of Common Stock pursuant the Business Combination Agreement. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

On November 6, 2023, Curtis Collar was appointed to the Board of Directors of the Company. On November 7, 2023, in connection with Mr. Collar's appointment, Mr. Collar received a grant of 50,000 shares of Series A Common Stock then-held by the Sponsor.

On November 6, 2023, Iqbaljit Kahlon resigned from the Board of Directors of Atlantic Coastal Acquisition Corp. II (the "Company"). Pursuant to the terms of Mr. Kahlon's stock grant from the Company, Mr. Kahlon's resignation triggered a forfeiture of 50,000 shares of Series A Common Stock then-held by Mr. Kahlon to Atlantic Coastal Acquisition Management II LLC, the Company's initial public offering sponsor (the "Sponsor").

The Sponsor is the record holder of the securities reported herein. Shahraab Ahmad is the managing member of the Sponsor and has sole voting and investment discretion with respect to the securities held of record by the Sponsor. Mr. Ahmad disclaims any beneficial ownership of the securities held by the Sponsor.

On November 6, 2023, the Reporting Person resigned from the Board of Directors of Atlantic Coastal Acquisition Corp. II (the "Company"). Pursuant to the terms of the Reporting Person's stock grant from the Company, the Reporting Person's resignation triggered a forfeiture of 50,000 shares of Series A Common Stock then-held by the Reporting Person to Atlantic Coastal Acquisition Management II LLC, the Company's initial public offering sponsor.

On November 6, 2023, Iqbaljit Kahlon resigned from the Board of Directors of Atlantic Coastal Acquisition Corp. II (the "Company"). Pursuant to the terms of Mr. Kahlon's stock grant from the Company, Mr. Kahlon's resignation triggered a forfeiture of 50,000 shares of Series A Common Stock then-held by Mr. Kahlon to Atlantic Coastal Acquisition Management II LLC, the Company's initial public offering sponsor (the "Sponsor").

The Sponsor is the record holder of the securities reported herein. Shahraab Ahmad is the managing member of the Sponsor and has sole voting and investment discretion with respect to the securities held of record by the Sponsor. Mr. Ahmad disclaims any beneficial ownership of the securities held by the Sponsor.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 7,199,999 shares of Series B Common Stock into 7,199,999 shares of Series A Common Stock.

Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the managing member of Atlantic Coastal Acquisition Management II LLC and has sole voting and investment discretion with respect to the securities held of record by Atlantic Coastal Acquisition Management II LLC. Mr. Ahmad disclaims any beneficial ownership of the securities held by Atlantic Coastal Acquisition Management II LLC.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 7,199,999 shares of Series B Common Stock into 7,199,999 shares of Series A Common Stock.

Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the managing member of Atlantic Coastal Acquisition Management II LLC and has sole voting and investment discretion with respect to the securities held of record by Atlantic Coastal Acquisition Management II LLC. Mr. Ahmad disclaims any beneficial ownership of the securities held by Atlantic Coastal Acquisition Management II LLC.

The Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

On April 18, 2023 the Reporting Person elected to exercise their right to convert 50,000 shares of Series B Common Stock into 50,000 shares of Series A Common Stock.

The Series B common stock are convertible into the Issuer's Series A common stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) (the "Registration Statement") and have no expiration date.

As contemplated in connection with the initial public offering of the Issuer, 3,750 shares of Series B common stock were returned by Atlantic Coastal Acquisition Management II LLC to the Issuer for no consideration and cancelled because the underwriters' over-allotment option was partially exercised and the remaining portion of the option would not be exercised by the underwriters.

Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the sole and managing member of Atlantic Coastal Acquisition Management II LLC and shares voting and investment discretion with respect to the securities held of record by Atlantic Coastal Acquisition Management II LLC. Mr. Ahmad disclaims any beneficial ownership of the securities held by Atlantic Coastal Acquisition Management II LLC.

The Series B common stock are convertible into the Issuer's Series A common stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock" in the Issuer's registration statement on Form S-1 (File No. 333-261459) (the "Registration Statement") and have no expiration date.

As contemplated in connection with services provided by Apeiron Investment Group ("Apeiron") as an advisor to the Issuer and as described in the Registration Statement, 50,000 shares of Series B common stock were transferred by Atlantic Coastal Acquisition Management II LLC to Apeiron.

Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the sole and managing member of Atlantic Coastal Acquisition Management II LLC and shares voting and investment discretion with respect to the securities held of record by Atlantic Coastal Acquisition Management II LLC. Mr. Ahmad disclaims any beneficial ownership of the securities held by Atlantic Coastal Acquisition Management II LLC.