LIF · Life360, Inc. · Debt

On June 5, 2025, Life360, Inc. (the “Company”) issued $320,000,000 aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of June 5, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Pursuant to the purchase agreement between the Company and the representatives of the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $45,000,000 aggregate principal amount of Notes. The Notes issued on June 5, 2025 include the full exercise of such option by the initial purchasers.

Issuer evidence: On June 5, 2025, Life360, Inc. (the “Company”) issued $320,000,000 aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of June 5, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Pursuant to the purchase agreement between the Company and the representatives of the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $45,000,000 aggregate principal amount of Notes. The Notes issued on June 5, 2025 include the full exercise of such option by the initial purchasers.

Supporting evidence: The Notes will not bear regular interest, and the principal amount of the Notes will not accrete. The Notes will mature on June 1, 2030, unless earlier repurchased, redeemed or converted. Before March 1, 2030, noteholders will have the right to convert their Notes only upon the occurrence of certain events. From and after March 1, 2030, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will have the right to elect to settle conversions either entirely in cash or in a combination of cash and shares of its common stock. The kind and amount of consideration due upon conversion will be determined based on the conversion value of the Notes, measured proportionately for each trading day in an “Observation Period” (as defined in the Indenture) consisting of 40 trading days, and settled following the completion of that Observation Period. The consideration due in respect of each trading day in the Observation Period will consist of cash, up to at least the proportional amount of the principal amount being converted, and any excess of the proportional conversion value for that trading day that will not be settled in cash will be settled in shares of the Company’s common stock. The initial conversion rate is 12.3501 shares of the Company’s common stock per $1,000 principal amount of the Notes, which represents an initial conversion price of approximately $80.97 per share of the Company’s common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.

Supporting evidence: On June 5, 2025, Life360, Inc. (the “Company”) issued $320,000,000 aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of June 5, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Pursuant to the purchase agreement between the Company and the representatives of the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $45,000,000 aggregate principal amount of Notes. The Notes issued on June 5, 2025 include the full exercise of such option by the initial purchasers.

Supporting evidence: On June 5, 2025, Life360, Inc. (the “Company”) issued $320,000,000 aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of June 5, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). Pursuant to the purchase agreement between the Company and the representatives of the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $45,000,000 aggregate principal amount of Notes. The Notes issued on June 5, 2025 include the full exercise of such option by the initial purchasers.