definiens: means a schedule, prepared by Otic Pharma in the format of the Preliminary Closing Date Allocation Schedule, dated as of the Closing Date and in form and substance reasonably acceptable to Public Company, setting fo rth, for each Shareholder : ( a ) such Shareholder ’s n ame and address ; ( b ) the number of shares of each class of Otic Pharma Share Capital held as of the Closing Da te by such Shareholder ; ( c ) the portion of the Aggregate Closi ng Consideration payable to such Shareholder in acc ordance with the Otic Pharma Organizational Documents ; and ( d ) such information that is required under Treasur y Regulation Section 1.6045 - 1 for any share of Otic P harma Share Capital that is a covered security as d efined in Treasury Regulation Section 1.6045 - 1(a)(15 ) ; provid ed that item ( c ) of the Closing Date Allocation Sch edule shall be calculated in compliance with the Otic Pha rma Organizational Documents and the Otic Pharma Sh are Plan