Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1,F2	Jul 1, 2015	U	286,234	$2.51	D	I	See footnote
Common Stock^F3,F4,F11	Jul 1, 2015	U	1,437,061	$2.51	D	I	See footnotes
Common Stock^F5,F6,F11	Jul 1, 2015	U	1,133,312	$2.51	D	I	See footnotes
Common Stock^F7,F8,F11	Jul 1, 2015	U	26,222	$2.51	D	I	See footnotes
Common Stock^F9,F10,F11	Jul 1, 2015	U	595,352	$2.51	D	I	See footnotes
Common Stock^F12,F13,F18	Jul 1, 2015	U	1,042,323	$2.51	D	I	See footnotes
Common Stock^F14,F15,F18	Jul 1, 2015	U	8,075	$2.51	D	I	See footnotes
Common Stock^F16,F17,F18	Jul 1, 2015	U	131,990	$2.51	D	I	See footnotes

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1In connection with the completion of an exchange offer launched by Orange Subsidiary, Inc., a wholly owned subsidiary of Knowles Corporation ("Knowles") (the "Offer"), the Reporting Person received $718,447.34 and 37,802 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F10The shares are held by Tallwood II Partners, L.P. ("Tallwood II Partners").
F11As the sole general partner of Tallwood II, Tallwood II Associates and Tallwood II Partners, Tallwood II Management, LLC ("Tallwood II Management") may be deemed to share voting and dispositive power with respect to the securities held by Tallwood II, Tallwood II Associates and Tallwood II Partners. As the managing members of Tallwood II Management, Diosdado P. Banatao and George Pavlov may be deemed to be the beneficial owners of the securities held by Tallwood II, Tallwood II Associates and Tallwood II Partners; however, each such person, other than Tallwood II, Tallwood II Associates and Tallwood II Partners, disclaims beneficial ownership of these securities.
F12In connection with the completion of the Offer, the Reporting Person received $2,616,230.73 and 137,659 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F13The shares are held by Tallwood III, L.P. ("Tallwood III").
F14In connection with the completion of the Offer, the Reporting Person received $20,268.25 and 1,066 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F15The shares are held by Tallwood III Associates, L.P. ("Tallwood III Associates").
F16In connection with the completion of the Offer, the Reporting Person received $331,294.90 and 17,431 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F17The shares are held by Tallwood III Partners, L.P. ("Tallwood III Partners").
F18As the sole general partner of Tallwood III, Tallwood III Associates and Tallwood III Partners, Tallwood III Management, LLC ("Tallwood III Management") may be deemed to share voting and dispositive power with respect to the securities held by Tallwood III, Tallwood III Associates and Tallwood III Partners. As the managing members of Tallwood III Management, Luis Arzubi, Diosdado P. Banatao and George Pavlov may be deemed to be the beneficial owners of the securities held by Tallwood III, Tallwood III Associates and Tallwood III Partners; however, each such person, other than Tallwood III, Tallwood III Associates and Tallwood III Partners, disclaims beneficial ownership of these securities.
F2The shares are held by Tallwood Partners LLC ("Tallwood LLC"). The Banatao Living Trust DTD 07/21/99 ("Trust") is the general partners of Tallwood LLC. Diosdado P. Banatao is the trustee of the Trust, and may be deemed to be the beneficial owner of the shares held by Tallwood LLC. The Trust may be deemed to share voting and dispositive power with respect to the shares held by Tallwood LLC, but disclaims beneficial ownership of the shares.
F3In connection with the completion of the Offer, the Reporting Person received $3,607,023.11 and 189,792 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F4The shares are held by Tallwood II, L.P. ("Tallwood II").
F5In connection with the completion of the Offer, the Reporting Person received $2,844,613.12 and 149,676 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F6The shares are held by Tallwood II Annex, L.P. ("Tallwood II Annex").
F7In connection with the completion of the Offer, the Reporting Person received $65,817.22 and 3,463 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
F8The shares are held by Tallwood II Associates, L.P. ("Tallwood II Associates").
F9In connection with the completion of the Offer, the Reporting Person received $1,494,333.52 and 78,628 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.