RADCQ / Rite Aid Corporation - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-05742 NEW RITE AID, LLC (Exact name of registrant as specified in its c

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS

EX-99.1 2 eh240530606ex01.htm EXHIBIT 1 EXHIBIT 1 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 8 ARTICLE II ORGANIZATION 9 2.1 Formation 9 2.2 Name 9 2.3 Registered Office; Registered Agent; Principal Office

RADCQ / Rite Aid Corporation / JPMORGAN CHASE & CO - SCHEDULE 13D Activist Investment

SC 13D 1 eh24053060613d-rad.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NEW RITE AID, LLC (Name of Issuer) Class A Units (Title of Class of Securities) N/A (CUSIP Number) Michael Lees JPMorgan Chase & Co. 383 Madison Avenue New York, NY 10179 (212) 270-6000 (Name, Address and Telep

REGISTRATION RIGHTS AGREEMENT

EX-99.2 3 eh240530606ex02.htm EXHIBIT 2 EXHIBIT 2 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2024, is entered into by and among New Rite Aid, LLC, a Delaware limited liability company (the “Company”), the beneficial and record holders of Units (as defined below) as of the date hereof, who are deemed parties hereto p

JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)(1)

EX-99.3 4 eh240530606ex03.htm EXHIBIT 3 EXHIBIT 3 JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint

REGISTRATION RIGHTS AGREEMENT

EX-99.2 BYLAWS 3 radrra.htm EX 99.2 REGISTRATION RIGHTS AGREEMENT, DATED AS OF AUGUST 30, 2024 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2024, is entered into by and among New Rite Aid, LLC, a Delaware limited liability company (the “Company”), the beneficial and record holders of Units (as defined below) as of the date hereof, who

SCHEDULE 13D

EX-99.4 5 d806484dex994.htm EXHIBIT 4 CUSIP No. N/A SCHEDULE 13D Exhibit 4 June 15, 2023 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 This letter confirms that Joshua Peck is authorized and designated to sign all securities-related filings under Sections 13 and 16 of the Securities Exchange Act of 1934, as amended, with the Securities and Exchange Commission, including

RADCQ / Rite Aid Corporation / Sixth Street Partners Management Company, L.P. - SC 13D Activist Investment

SC 13D 1 d806484dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NEW RITE AID, LLC (Name of Issuer) Class A Units (Title of Class of Securities) N/A (CUSIP Number) Joshua Peck c/o Sixth Street Partners, LLC 2100 McKinney Avenue Suite 1500 Dallas, TX 75201 469-621-3001 (Name, Address an

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS

EX-99.1 CHARTER 2 radllca.htm EX 99.1 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW RITE AID, LLC, DATED AS OF AUGUST 30, 2024 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 8 ARTICLE II ORGANIZATION 9 2.1 For

RADCQ / Rite Aid Corporation / BRIGADE CAPITAL MANAGEMENT, LP Activist Investment

SC 13D 1 d1147205013-d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NEW RITE AID, LLC (Name of Issuer) Class A Units (Title of Class of Securities) N/A (CUSIP Number) Aaron Michael Daniels, Esq. Brigade Capital Management, LP 399 Park Ave, 16th Floor New York, NY 10022 (212) 745-9700 (Name, Addr

RADCQ / Rite Aid Corporation / HG Vora Capital Management, LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NEW RITE AID, LLC (Name of Issuer) Class A Units (Title of Class of Securities) N/A (CUSIP Number) Christopher M. McLean HG Vora Capital Management, LLC 330 Madison Avenue, 21st Floor New York, NY 10017 212-707-5044 (Name, Address and Telephone Number of

JOINT FILING AGREEMENT

EX-99.1 2 eh240528051ex9901.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS

Exhibit 1 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 1.

SCHEDULE 13D

EX-99.3 4 d806484dex993.htm EXHIBIT 3 CUSIP No. N/A SCHEDULE 13D EXHIBIT 3 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Sec

REGISTRATION RIGHTS AGREEMENT

Exhibit 2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2024, is entered into by and among New Rite Aid, LLC, a Delaware limited liability company (the “Company”), the beneficial and record holders of Units (as defined below) as of the date hereof, who are deemed parties hereto pursuant to an order of the United States Bankruptcy Court for the District of New Jersey confirming the Plan (as hereinafter defined) pursuant to section 1129 of title 11 of the United States Code, 11 U.

RADCQ / Rite Aid Corporation / Hudson Bay Capital Management LP - RADCQ 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* New Rite Aid, LLC (Name of Issuer) Class A Units (Title of Class of Securities) 767754872 (CUSIP Number) Hudson Bay Capital Management LP 28 Havemeyer Place, 2nd Fl Greenwich, CT 06830 (212) 571-1244 Attention: Scott Black (Name, Address and Telephone Number of Person

RADCQ / Rite Aid Corporation / Diameter Capital Partners LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NEW RITE AID, LLC (Name of Issuer) Class A Units (Title of Class of Securities) N/A (CUSIP Number) August 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

REGISTRATION RIGHTS AGREEMENT

EX-99.2 3 d806484dex992.htm EXHIBIT 2 Exhibit 2 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 30, 2024, is entered into by and among New Rite Aid, LLC, a Delaware limited liability company (the “Company”), the beneficial and record holders of Units (as defined below) as of the date hereof, who are deemed parties hereto pur

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024

EX-99.1 2 d806484dex991.htm EXHIBIT 1 Exhibit 1 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF New Rite Aid, LLC a Delaware Limited Liability Company Dated as of August 30, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction 9 ARTICLE II ORGANIZATION 9 2.1 Formation 9 2.2 Name 9 2.3 Registered Office; Registered Agent; Principal Office;

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

EXHIBIT 3 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.

RITE AID Corporation P.O. Box 3165 Harrisburg, Pennsylvania 17105 (717) 761-2633 August 30, 2024

RITE AID Corporation P.O. Box 3165 Harrisburg, Pennsylvania 17105 (717) 761-2633 August 30, 2024 Via EDGAR Submission Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mara Ransom Kate Beukenkamp Re: Rite Aid Corporation and Co-Applicants Application for Qualification of Indenture on Form T-3 With Respect to Floating Rate Senior S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3 Amendment No. 2 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 Rite Aid Corporation (Issuer) 1515 West State Street Boise, Idaho,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3 Amendment No. 2 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 Rite Aid Corporation (Issuer) 1515 West State Street Boise, Idaho, LLC 1740 Associates, L.L.C. 4042 Warrensville Center Road – Warrensville Ohio, Inc. 5277 ASSOCIATES, INC. 5600 Superior Properties, Inc. Apex Drug St

BYLAWS JCG HOLDINGS (USA), INC. ARTICLE I

Exhibit T3B.2.80 BYLAWS of JCG HOLDINGS (USA), INC. ARTICLE I Stockholders 1.            Annual Meeting. The annual meeting of stockholders shall be held each year at the place, date and time determined by the Board of Directors or the President, provided that the date of the meeting is within six (6) months after the end of the fiscal year of the corporation. The purposes for which the annual mee

ARTICLES OF INCORPORATION RITE AID OF NORTH CAROLINA, INC.

Exhibit T3A.2.59 [SEAL] ARTICLES OF INCORPORATION OF RITE AID OF NORTH CAROLINA, INC. The undersigned natural person of the age of eighteen years or more does make and acknowledge these Articles of Incorporation for the purpose of forming a business corporation under and by virtue of the laws of the State of North Carolina: I. The name of the corporation is Rite Aid of North Carolina, Inc. II. The

CERTIFICATE OF FORMATION TESTMYHEALTH.COM L.L.C.

Exhibit T3A.2.86 Feb 15 00 04:37p Alix Cabarcas 713 935 9353 P. 2 CERTIFICATE OF FORMATION OF TESTMYHEALTH.COM L.L.C. This Certificate of Formation of TestMyHealth.Com L.L.C. (the ACompany@) is being executed and filed by the undersigned authorized person for the purpose of forming a limited liability company under the Delaware Limited Liability Company Act (6 Del. Code 18-101 et.seq.). Article On

- : ARTICLES OF INCORPORATION : - - - of - - - : THE BARTELL DRUG COMPANY. : - - - o - -

Exhibit T3A.2.79 - : ARTICLES OF INCORPORATION : - - - of - - - : THE BARTELL DRUG COMPANY. : - - - o - - KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned, citizens of the United States and residents of Seattle, Washington, have this day voluntarily associated ourselves together for the purpose of forming a corporation under the laws of the State of Washington, and do make and execute the

CERTIFICATE OF CONVERSION FLORIDA PROFIT CORPORATION FLORIDA LIMITED LIABILITY COMPANY

Exhibit T3A.2.101 CERTIFICATE OF CONVERSION FOR FLORIDA PROFIT CORPORATION INTO FLORIDA LIMITED LIABILITY COMPANY This Certificate of Conversion and attached Articles of Organization are submitted to convert the following Florida Profit Corporation into a Florida Limited Liability Company in accordance with s. 607.1113 and 608.439 Florida Statutes. 1. The name of the Florida Profit Corporation imm

BY-LAWS OF K & B, INCORPORATED ARTICLE I MEETINGS OF STOCKHOLDERS

   Exhibit T3B.2.22   BY-LAWS OF K & B, INCORPORATED   ARTICLE I   MEETINGS OF STOCKHOLDERS   Section 1.1.        Place of Meetings. Meetings of the stockholders shall be held at such place within or without the State of Delaware as shall be designated by the Board of Directors or the person or persons calling the meeting.   Section 1.2.        Annual Meetings. The annual meeting of the stockholde

B Y     L A W S ARTICLE I

Exhibit T3B.2.3 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

B Y     L A W S ARTICLE I

Exhibit T3B.2.48 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LIMITED LIABILITY COMPANY AGREEMENT REDICLINIC US, LLC

Exhibit T3B.2.90 LIMITED LIABILITY COMPANY AGREEMENT OF REDICLINIC US, LLC This Limited Liability Company Agreement (this “Agreement”) of RediClinic US, LLC, a Delaware limited liability company (the “Company”), is hereby adopted by RediClinic, LLC, a Delaware limited liability company, as the sole member of the Company (“RediClinic”), this day of March, 2008, in accordance with the Delaware Limit

THIRD AMENDED AND RESTATED OPERATING AGREEMENT MEDTRAK SERVICES, L.L.C.

Exhibit T3B.2.107 THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF MEDTRAK SERVICES, L.L.C. This Third Amended and Restated Operating Agreement (this “Agreement”) of MedTrak Services, L.L.C., a Missouri limited liability company (the “Company”), is made, entered into and effective as of September 8, 2014, by the party whose name and address is set forth on Schedule A to this Agreement, as the sol

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

This is not a bill. Please do not remit payment.

Exhibit T3A.2.95 DATE DOCUMENT ID DESCRIPTION FILING EXPED CERT COPY 10/12/2021 202128401302 DOMESTIC FOR PROFIT LLC -ARTICLES OF ORG (LCP) 99.00 300.00 0.00 0.00 Receipt This is not a bill. Please do not remit payment. BAKER & HOSTETLER LLP KEY TOWER - 127 PUBLIC SQUARE SUITE 2000 CLEVELAND. OH 44114 STATE OF OHIO CERTIFICATE Ohio Secretary of State, Frank LaRose 4756699 It is hereby certified th

B Y     L A W S ARTICLE I

Exhibit T3B.2.32 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.18 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

MAXI DRUG NORTH, INC. (a Delaware Corporation) ARTICLE I OFFICES AND SEAL

Exhibit T3B.2.24 MAXI DRUG NORTH, INC. (a Delaware Corporation) BY-LAWS ARTICLE I OFFICES AND SEAL SECTION 1. Registered Office. The registered office of the Corporation shall be located in Wilmington, County of New Castle, State of Delaware, and the name of the resident agent in charge thereof shall be Corporation Service Company. SECTION 2. Other Offices. The Corporation may also have offices at

BY-LAWS ENVISIONRX PUERTO RICO, INC. (hereinafter called the “Corporation”) ARTICLE I

Exhibit T3B.2.104 BY-LAWS OF ENVISIONRX PUERTO RICO, INC. (hereinafter called the “Corporation”) ARTICLE I OFFICES Section 1.        Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2.        Other Offices. The Corporation may also have offices at such other places, both within and without the State of

Amended and Restated By-Laws HEALTH DIALOG SERVICES CORPORATION (hereinafter called the “Corporation”) Article I Meetings of Stockholders

Exhibit T3B.2.14 Amended and Restated By-Laws of HEALTH DIALOG SERVICES CORPORATION (hereinafter called the “Corporation”) Article I Meetings of Stockholders Section 1. Place of Meetings. Meetings of the stockholders for the election of directors or for any other purpose shall be held at such time and place, either within or without the State of Delaware as shall be designated from time to time by

B Y     L A W S ARTICLE I

Exhibit T3B.2.9 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

B Y     L A W S ARTICLE I

Exhibit T3B.2.56 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.61 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

CERTIFICATE OF INCORPORATION DESIGN RX HOLDINGS CORPORATION

Exhibit T3A.2.97 State of Delaware Secretary of State Division of Corporations Delivered 10:05 AM 12/17/2010 FILED 09:57 AM 12/17/2010 SRV 101202517 - 4914688 FILE CERTIFICATE OF INCORPORATION OF DESIGN RX HOLDINGS CORPORATION FIRST:               The name of the Corporation is Design Rx Holdings Corporation. SECOND:          The address of the Corporation’s registered office in the State of Delaw

LIMITED LIABILITY COMPANY OPERATING AGREEMENT ENVISION PHARMACEUTICAL SERVICES, LLC

Exhibit T3B.2.102 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ENVISION PHARMACEUTICAL SERVICES, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Envision Pharmaceutical Services, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and an

CERTIFICATE OF FORMATION 1515 West State Street Boise, Idaho, LLC

Exhibit T3A.2.1 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 12:00 PM 05/15/1998 981187537 - 2897110 CERTIFICATE OF FORMATION OF 1515 West State Street Boise, Idaho, LLC 1.             The name of the limited liability company is 1515 West State Street Boise, Idaho, LLC. 2.             The address of its registered office in the state of Delaware is Corporation Trust Center,

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

ARTICLES OF INCORPORATION OF 5277 ASSOCIATES, INC. ARTICLE I

Exhibit T3A.2.4 Val : 12/31/1997 – 59930 $410.00 on 12/31/1997 Draw – 12/31/1997 – 9 FILED STATE OF WASHINGTON DEC 31 1997 RALPH MUNRO SECRETARY OF STATE ARTICLES OF INCORPORATION OF 5277 ASSOCIATES, INC. ARTICLE I Name The name of the corporation (the "Corporation") is 5277 ASSOCIATES, INC. ARTICLE II Authorized Shares The total authorized number of shares of the Corporation is Ten Thousand (10,0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3 Amendment No. 1 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 Rite Aid Corporation (Issuer) 1515 West State Street Boise, Idaho,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3 Amendment No. 1 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 Rite Aid Corporation (Issuer) 1515 West State Street Boise, Idaho, LLC 1740 Associates, L.L.C. 4042 Warrensville Center Road – Warrensville Ohio, Inc. 5277 ASSOCIATES, INC. 5600 Superior Properties, Inc. Apex Drug St

CERTIFICATE OF INCORPORATION RITE AID ONLINE STORE, INC. ARTICLE ONE

Exhibit T3A.2.68 State of Delaware Secretary of State Division of Corporations Delivered 10:07 AM 08/08/2008 FILED 10:03 AM 08/08/2008 SRV 080857382 – 4585562 FILE CERTIFICATE OF INCORPORATION OF RITE AID ONLINE STORE, INC. ARTICLE ONE NAME The name of the corporation is Rite Aid Online Store, Inc. (the “Corporation”). ARTICLE TWO ADDRESS OF REGISTERED AGENT The address of the Corporation’s regist

AGREEMENT OF MERGER

Exhibit T3A.2.77 Filed In the office of the Secretary of State of the State of California MAY 4 1984 MARCH FONG EU Secretary of State By /s/ MARCH FONG EU Deputy RESTATED ARTICLES OF INCORPORATION of THRIFTY CORPORATION L. H. Straus and James T. Haight certify that: 1. They are the Chairman and Secretary, respectively, of THRIFTY CORPORATION, a California corporation. 2. The Articles of Incorporat

ARTICLES OF INCORPORATION THRIFTY HOLDINGS, INC.

Exhibit T3A.2.78 FILED In of the office of the Secretary of State of the State of California MAY 14 1922 /s/ March Fong EU March Fong EU, Secretary of State ARTICLES OF INCORPORATION OF THRIFTY HOLDINGS, INC. Name One: The name of the corporation is: Thrifty Holdings, Inc. Purpose Two: The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organize

B Y     L A W S ARTICLE I

Exhibit T3B.2.4 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

CERTIFICATE OF FORMATION RITE INVESTMENTS CORP., LLC

Exhibit T3A.2.84 State of Delaware Secretary of State Division of Corporations Delivered 10:30 AM 05/23/2003 FILED 10:30 AM 05/23/2003 SRV 030338066 - 3661923 FILE CERTIFICATE OF FORMATION OF RITE INVESTMENTS CORP., LLC 1. The name of the limited liability company is Rite Investments Corp., LLC. 2. The address of its registered office in the State of Delaware is 1209 Orange Street, in the City of

BYLAWS RITE AID PAYROLL MANAGEMENT, INC. a Delaware corporation Adopted August 8, 2008 ARTICLE I

Exhibit T3B.2.69 BYLAWS OF RITE AID PAYROLL MANAGEMENT, INC. a Delaware corporation Adopted August 8, 2008 ARTICLE I OFFICES Section 1.        Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, in the city of Wilmington, County of New Castle 19801. The name of the corporation’s registered agent at such address shall be The C

B Y     L A W S ARTICLE I

Exhibit T3B.2.26 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

THIRD AMENDED AND RESTATED OPERATING AGREEMENT Design Rx, LLC

Exhibit T3B.2.98 THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF Design Rx, LLC The undersigned, the sole member of Design Rx, LLC, a Wyoming limited liability company (the “Company”), does hereby execute this Operating Agreement of the Company (this “Agreement”) effective the 23rd day of December, 2010, under the name of the Company. The Company was formed on July 6, 2004, under and pursuant to

LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF DESIGN RX HOLDINGS LLC

Exhibit T3B.2.97 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF DESIGN RX HOLDINGS LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Design Rx Holdings LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any successor or assign, the “Mem

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

CERTIFICATE OF RESTATEMENT OF CERTIFICATE OF INCORPORATION OF FAIRVIEW MEDICAL SERVICES CORPORATION

Exhibit T3A.2.14 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:01 AM  08/14/1995 950184030 - 2508553 CERTIFICATE OF RESTATEMENT OF CERTIFICATE OF INCORPORATION OF FAIRVIEW MEDICAL SERVICES CORPORATION FAIRVIEW MEDICAL SERVICES CORPORATION (the “Corporation”), a corporation duly Incorporated on May 18, 1995, organized and existing under the General Corporation Law of the St

STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 01/08/2002

Exhibit T3A.2.35 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 01/08/2002 020014210 - 3477745 CERTIFICATE OF FORMATION OF PJC MANCHESTER REALTY LLC This Certificate of Formation of PJC MANCHESTER REALTY LLC (the “Company”), dated as of January 8, 2002, is being duly executed and filed by the undersigned, as authorized person, to form a limited liability company under

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

B Y     L A W S ARTICLE I

Exhibit T3B.2.58 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.33 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LLC ARTICLES OF ORGANIZATION OF Rx Initiatives L.L.C.

Exhibit T3A.2.100 File Number 6031614 LLC ARTICLES OF ORGANIZATION OF Rx Initiatives L.L.C. 1/We, the undersigned person(s), do hereby adopt the following Articles of Organization for the purpose of forming a Utah Limited Liability Company. Article I The name of the limited liability company is to be Rx Initiatives LLC. Article II The purpose or purposes for which the company is organized is to en

OPERATING AGREEMENT

Exhibit T3B.2.12 OPERATING AGREEMENT THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of March 9, 1998 by and among Rite Aid of Ohio, Inc. (and such other persons who shall be admitted in the future in accordance with the terms hereof and shall have agreed to be bound hereby), being hereinafter sometimes referred to individually as a “Member” or “Members” and colle

CHARTER RITE AID OF TENNESSEE, INC.

Exhibit T3A.2.63 CHARTER OF RITE AID OF TENNESSEE, INC. The undersigned natural person or persons, having capacity to contract and acting as the incorporator or in-corporators of a corporation for profit under the Tennessee General Corporation Act, adopt the following charter for such corporation: 1. The name of the corporation is RITE AID OF TENNESSEE, INC. 2. The duration of the corporation is P

CERTIFICATE OF FORMATION RITE AID SPECIALTY PHARMACY, LLC

Exhibit T3A.2.72 State of Delaware Secretary of State Division of Corporations Delivered 05:27 PM 12/02/2010 FILED 05:27 PM 12/02/2010 SRV 101143763 - 4906770 FILE CERTIFICATE OF FORMATION OF RITE AID SPECIALTY PHARMACY, LLC 1.            The name of the limited liability company is RITE AID SPECIALTY PHARMACY, LLC. 2.            The address of its registered office in the State of Delaware is 120

Limited Liability Company Amendment to Articles of Organization

Exhibit T3A.2.98 [Logo] Wyoming Secretary of State State Capitol Building, Room 110 200 West 24th Street Cheyenne, WY 82002-0020 Ph. 307.777.7311 Fax 307.777.5339 Email: [email protected] Max Maxfield, WY Secretary of State FILED: 01/10/2011 04:33 PM Original ID: 2004-000469973 Amendment ID: 2011-000924325 Limited Liability Company Amendment to Articles of Organization 1. Name of the limited li

LIMITED LIABILITY COMPANY AGREEMENT  PJC MANCHESTER REALTY LLC

  Exhibit T3B.2.35   LIMITED LIABILITY COMPANY AGREEMENT  OF  PJC MANCHESTER REALTY LLC   THIS LIMITED LIABILITY COMPANY AGREEMENT of PJC MANCHESTER REALTY LLC, dated as of January 8, 2002, entered into by PJC SPECIAL REALTY HOLDINGS, INC., a Delaware corporation with its principal office at 50 Service Avenue, Warwick, Rhode Island 02886 (“PJC Special”), as the sole Member and Manager of PJC MANCH

OPERATING AGREEMENT

Exhibit T3B.2.1 OPERATING AGREEMENT THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of May 15, 1998 by and among Thrifty PayLess, Inc. (and such other persons who shall be admitted in the future in accordance with the terms hereof and shall have agreed to be bound hereby), being hereinafter sometimes referred to individually as a “Member” or “Members” and collecti

CERTIFICATE OF CONVERSION OTHER BUSINESS ENTITY FLORIDA LIMITED LIABILITY COMPANY

Exhibit T3A.2.105 FILED SECRETARY OF STATE DIVISION OF CORPORATIONS 11 DEC 28 AM 9:04 EFFECTIVE DATE 1/1/2012    CERTIFICATE OF CONVERSION FOR OTHER BUSINESS ENTITY INTO FLORIDA LIMITED LIABILITY COMPANY  This Certificate of Conversion and attached Articles of Organization are submitted to convert the following Other Business Entity into a Florida Limited Liability Company in accordance with 607.1

REDICLINIC ASSOCIATES, INC. CERTIFICATE OF INCORPORATION ARTICLE I

Exhibit T3A.2.88 State of Delaware Secretary of State Division of Corporations Delivered 06:35 PM 01/14/2009 FILED 06:24 PM 01/14/2009 SRV 090038368 - 4645131 FILE REDICLINIC ASSOCIATES, INC. CERTIFICATE OF INCORPORATION ARTICLE I The name of the Corporation is RediClinic Associates, Inc. ARTICLE II The address of the Corporation's registered office in the State of Delaware is 1209 Orange Street i

AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT FIRST FLORIDA INSURERS OF TAMPA, LLC

Exhibit T3B.2.91 AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF FIRST FLORIDA INSURERS OF TAMPA, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of First Florida Insurers of Tampa, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the s

BYLAWS THE BARTELL DRUG COMPANY ARTICLE I Registered Office and Registered Agent

Exhibit T3B.2.79 BYLAWS OF THE BARTELL DRUG COMPANY ARTICLE I Registered Office and Registered Agent 1.            The registered office of the Corporation shall be located in the State of Washington at such place as may be fixed from time to time by the Board of Directors upon filing of such notices as may be required by law, and the registered agent shall have a business office identical with su

RX CHOICE, INC. AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

Exhibit T3A.2.74 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 03/19/1998 981108121 - 2177253 RX CHOICE, INC. AMENDED AND RESTATED CERTIFICATE OF INCORPORATION RX CHOICE, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the "Corporation"), hereby certifies as follows: 1.             The name of th

CERTIFICATE OF INCORPORATION RITE AID OF NEW YORK CITY, INC. Under Section 402 of the Business Corporation Law

Exhibit T3A.2.58 CERTIFICATE OF INCORPORATION OF RITE AID OF NEW YORK CITY, INC. Under Section 402 of the Business Corporation Law The undersigned, being a natural person of at least 21 years of age and acting as the incorporator of the corporation hereby being formed under the Business Corporation Law, certifies that: FIRST: The name of the corporation is: RITE AID OF NEW YORK CITY, INC. SECOND:

CERTIFICATE OF INCORPORATION RITE AID OF NEW JERSEY, INC.

Exhibit T3A.2.57 CERTIFICATE OF INCORPORATION OF RITE AID OF NEW JERSEY, INC. To: The Secretary of State State of New Jersey THE UNDERSIGNED, of the age of twenty-one years or over, for the purpose of forming a corporation pursuant to the provisions of Title 14A, Corporations. General, of the New Jersey Statutes, do hereby execute the following Certificate of Incorporation: FIRST: The name of the

RITE AID CORPORATION Floating Rate Senior Secured PIK Notes due 2031 Dated as of August [30], 2024 U.S. Bank Trust Company, National Association, as Trustee and as Securities Collateral Agent CROSS-REFERENCE TABLE*

Exhibit TC3.1 Privileged and Confidential THIS INDENTURE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN, AND ARE OTHERWISE SUBJECT TO THE TERMS AND PROVISIONS OF, THE ABL/MCKESSON INTERCREDITOR AGREEMENT, THE ABL INTERCREDITOR AGREEMENT AND THE SECURITIES / TAKEBACK NOTES INTERCREDITOR AGREEMENT (EACH AS DEFINED HEREIN). IN THE EVENT OF

B Y     L A W S ARTICLE I

Exhibit T3B.2.65 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

CERTIFICATE OF INCORPORATION JCP EUROPEAN HEADQUARTERS LTD.

Exhibit T3A.2.76 CERTIFICATE OF INCORPORATION OF JCP EUROPEAN HEADQUARTERS LTD. The undersigned, for the purpose of incorporating and organizing a corporation under the General Corporation Law of the State of Delaware, does hereby certify as follows: FIRST: The name of the corporation (the “Corporation”) shall be JCP European Headquarters Ltd. SECOND: The address of the Corporation’s registered of

MAXI DRUG SOUTH, L.P. AGREEMENT OF LIMITED PARTNERSHIP

   Exhibit T3B.2.25   MAXI DRUG SOUTH, L.P. AGREEMENT OF LIMITED PARTNERSHIP   THIS AGREEMENT OF LIMITED PARTNERSHIP, dated as of January 8, 2002 (this “Agreement”), of Maxi Drug South, L.P. (the “Partnership”) is entered into by and among Maxi Drug, Inc., a Delaware corporation, as general partner (the “General Partner”), and Maxi Drug North, Inc., a Delaware corporation and the other signatories

CERTIFICATE OF INCORPORATION MAXI DRUG NORTH, INC.

Exhibit T3A.2.24 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 12/28/2001 010676134 - 3474265 CERTIFICATE OF INCORPORATION OF MAXI DRUG NORTH, INC. FIRST:          The name of the Corporation is Maxi Drug North, Inc. SECOND:      The address of the Corporation's registered office in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington,

ARTICLES OF ASSOCIATION RITE AID DISCOUNT CENTER OF BENNINGTON, INC.

Exhibit T3A.2.64 VERMONT SECRETARY OF STATE Corporations Division MAILING ADDRESS: Vermont Secretary of State, 128 State Street, Montpelier, VT 05633-1104 DELIVERY ADDRESS: Vermont Secretary of State, 128 State Street, Montpelier, VT 05633-1104 PHONE: 802-828-2386              WEBSITE: www.sec.state.vt.us VERMONT SECRETARY OF STATE Corporations Division MAILING ADDRESS: Vermont Secretary of State,

RECEIVED SECRETARY Of STATE

Exhibit T3A.2.108 RECEIVED SECRETARY Of STATE 2000 NOV-9 PM 1:36 CLIENT SERVICE CENTER ARTICLES OF INCORPORATION OF Rx OPTIONS, INC. The undersigned, desiring to form a corporation for profit under Sections 1701.01 to 1701.98, inclusive, of the Ohio Revised Code, does hereby certify: FIRST: The name of the corporation shall be Rx Options, Inc. SECOND: The place in the State of Ohio where the princ

BY-LAWS PJC OF MASSACHUSETTS, INC. ARTICLE I.: IDENTIFICATION

Exhibit T3B.2.36 BY-LAWS OF PJC OF MASSACHUSETTS, INC. ARTICLE I.: IDENTIFICATION Section 1.          Name. The name of the Corporation is PJC of Massachusetts, Inc. (the “Corporation”). Section 2.          Seal. Upon the seal of the Corporation shall appear the name of the Corporation and the state and year of incorporation, and the words “Corporate Seal.” The seal may be used by causing it or a

B Y     L A W S ARTICLE I

Exhibit T3B.2.67 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.70 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT REDICLINIC LLC

Exhibit T3B.2.86 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF REDICLINIC LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of RediClinic LLC (the “Company”) dated as of this 9th day of April, 2014, by Rite Aid Hdqtrs. Corp., as the sole member of the Company (the “Member”). RECITAL On April 9, 2014, the Company merged with and into Clinics Acquisiti

BYLAWS RITE AID ONLINE STORE, INC. a Delaware corporation Adopted August 8, 2008 ARTICLE I

Exhibit T3B.2.68 BYLAWS OF RITE AID ONLINE STORE, INC. a Delaware corporation Adopted August 8, 2008 ARTICLE I OFFICES Section 1.            Registered Office. The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, in the city of Wilmington, County of New Castle 19801. The name of the corporation’s registered agent at such address shall be The Cor

B Y     L A W S ARTICLE I

Exhibit T3B.2.51 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

AMENDED AND RESTATED OPERATING AGREEMENT Rx Initiatives L.L.C.

Exhibit T3B.2.100 AMENDED AND RESTATED OPERATING AGREEMENT OF Rx Initiatives L.L.C. The undersigned, the sole member of Rx Initiatives L.LC., a Utah limited liability company (the “Company”), does hereby execute this Operating Agreement of the Company (this “Agreement”) effective the 23rd day of December, 2010, under the name of the Company. The Company was formed on October 20, 2005, under and pu

B Y     L A W S ARTICLE I

Exhibit T3B.2.66 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

CERTIFICATE OF INCORPORATION RITE AID DRUG PALACE, INC. * * * * *

Exhibit T3A.2.45 FILED JAN 16 1985   10AM Michael Harkins Secretary of State CERTIFICATE OF INCORPORATION OF RITE AID DRUG PALACE, INC. * * * * * l.             The name of the corporation is RITE AID DRUG PALACE, INC. 2.            The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The its

ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation

Exhibit T3A.2.7 Prescribed by Bob Taft, Secretary of State 30 East Broad Street, 14th Floor Columbus, Ohio 43266-0418 Form ARF (December 1990) 06021-1486 Approved JK Date10/6/97 Fee           $85.00 ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation The undersigned, desiring to from a corporation, for profit, under Sections 1701.01 et seq. of the Ohio Revise

ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation

Exhibit T3A.2.5 Prescribed by Bob Taft, Secretary of State 30 East Broad Street, 14th Floor Columbus, Ohio 43266-0418 Form ARF (December 1990) [SEAL] ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation The undersigned, desiring to form a corporation, for profit, under Sections 1701.01 et seq. of the Ohio Revised Code, do hereby state the following: FIRST. The

Articles of Incorporation

Exhibit T3A.2.75 The State of Ohio, County of Summit, SS. Personally appeared before me, the undersigned, a Notary Public in and for said county, this 18th day of October, A.D. 1905 the above named William L. Shoemaker, Sallie B. Shoemaker, James H. Sellwood, Mark Gair and Clarence N. Phillips, who each severally acknowledged the signing of the foregoing articles of incorporation to be his free ac

STATE OF SOUTH CAROLINA SECRETARY OF STATE ARTICLES OF INCORPORATION RITE AID OF SOUTH CAROLINA, INC.

Exhibit T3A.2.62 CERTIFIED TO BE A TRUE AND CORRECT COPY AS TAKEN FROM AND COMPARED WITH THE ORIGINAL ON FILE IN THIS OFFICE Nov 27 2018 REFERENCE ID: 245981 /s/ [ILLEGIBLE] SECRETARY OF STATE OF SOUTH CAROLINA STATE OF SOUTH CAROLINA SECRETARY OF STATE ARTICLES OF INCORPORATION OF RITE AID OF SOUTH CAROLINA, INC. For Use By (FILE THIS FORM IN This Space For Use By The Secretary of State DUPLICATE

CERTIFICATE OF FORMATION PJC PETERBOROUGH REALTY LLC

Exhibit T3A.2.39 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 10:00 AM 01/06/2003 030006613 - 3610850 CERTIFICATE OF FORMATION OF PJC PETERBOROUGH REALTY LLC This Certificate of Formation of PJC PETERBOROUGH REALTY LLC (the “Company”), dated as of January 6, 2003, is being duly executed and filed by the undersigned, as authorized person, to form a limited liability company u

Department of the Secretary of State

Exhibit T3A.2.9 [SEAL] NORTH CAROLINA Department of the Secretary of State To all whom these presents shall come, Greetings: I, Elaine F. Marshall, Secretary of State of the State of North Carolina, do hereby certify the following and hereto attached to be a true copy of ARTICLES OF RESTATEMENT OF EDC DRUG STORES, INC. the original of which was filed in this office on the 10th day of February, 199

ARTICLES OF INCORPORATION Domestic Profit Corporation (SEE INSTRUCTIONS ON REVERSE SIDE)

Exhibit T3A.2.6 MICHIGAN DEPARTMENT OF COMMERCE — CORPORATION AND SECURITIES BUREAU EFFECTIVE DATE FILED Date Received If different than date of filing: MAY 27 1982 MAY 27 1982 Administrator MICHIGAN DEPARTMENT OF COMMERCE Corporation & Securities Bureau Corporation Number 293-646 ARTICLES OF INCORPORATION Domestic Profit Corporation (SEE INSTRUCTIONS ON REVERSE SIDE) These Articles of Incorporati

THIRD AMENDED AND RESTATED OPERATING AGREEMENT DesignRxclusives, LLC

Exhibit T3B.2.99 THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF DesignRxclusives, LLC The undersigned, the sole member of DesignRxclusives, LLC, a Wyoming limited liability company (the “Company”), does hereby execute this Operating Agreement of the Company (this “Agreement”) effective the 23rd day of December, 2010, under the name of the Company. The Company was formed on September 18, 2006, u

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT MIDWEST TECHNOLOGY INVESTMENTS LLC

Exhibit T3B.2.96 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MIDWEST TECHNOLOGY INVESTMENTS LLC The undersigned, being the Member (as hereinafter defined) of MIDWEST TECHNOLOGY INVESTMENTS LLC, a Delaware limited liability company (the “Company”), does hereby execute this Amended and Restated Limited Liability Company Agreement of the Company (this “Agreement”) effective the 1st da

B Y     L A W S ARTICLE I

Exhibit T3B.2.10 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

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Exhibit T3A.2.67 To own, purchase, sell, lease and sublease real property and personal propety of any description. To apply for, obtain, register, purchase or otherwise acquire, and to hold, use, develop, improve or introduce and to soll, assign, or otherwise dispose of trade names, trademarks, copyrights, licenses, franchises, and any and all other rights, privileges, processes or formulae necess

The Commonwealth of Massachusetts Office of the Secretary of State Michael J. Connolly, Secretary One Ashburton Place, Boston, Massachusetts 02108-1512 ARTICLES OF ORGANIZATION (Under G.L. Ch. 156B) ARTICLE I The name of the corporations is:

Exhibit T3A.2.36 [ILLEGIBLE] Examiner [ILLEGIBLE] Name Approved C ¨ P ¨ M ¨ R.A. x 4 [ILLEGIBLE] The Commonwealth of Massachusetts Office of the Secretary of State Michael J. Connolly, Secretary One Ashburton Place, Boston, Massachusetts 02108-1512 ARTICLES OF ORGANIZATION (Under G.L. Ch. 156B) ARTICLE I The name of the corporations is: PJC of Massachusetts, Inc. ARTICLE II The purpose of the corp

STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS Office of the Secretary of State Corporations Division ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION

Exhibit T3A.2.37 Filing Fee $50.00 ID Number: 20974 [Seal] STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS Office of the Secretary of State Corporations Division ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF Rite Aid of Rhode Island, Inc. Pursuant to the provisions of Section 7-1.1-89 of the General Laws, 1956, as amended, the undersigned carporation adopts the following Articles of A

New Jersey Department of State Division of Commercial Recording Certificate of Incorporation, Profit (Title 14A:2-7 New Jersey Business Corporation Act For Use by Domestic Profit Corporations)

Exhibit T3A.2.23 [LOGO] 116179 New Jersey Department of State Division of Commercial Recording Certificate of Incorporation, Profit (Title 14A:2-7 New Jersey Business Corporation Act For Use by Domestic Profit Corporations) FILED C-100 Rev. 7/92 NOV 6 1996 1125908 LONNA R. HOOKS Secretary of State This is to Certify that, there is hereby organized a corporation under and by virtue of the above not

B Y     L A W S ARTICLE I

Exhibit T3B.2.44 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

CERTIFICATE OF MERGER Cross Entity Merger for use by Profit Corporations, Limited Liability Companies and Limited Partnerships

Exhibit T3A.2.55 MICHIGAN DEPARTMENT OF LABOR & ECONOMIC GROWTH BUREAU OF COMMERCIAL SERVICES Date Received (FOR BUREAU USE ONLY) Adjusted to comply with [ILLEGIBLE]. FILED This document is effective on the date filed, unless a subsequent effective date within 90 days after received date is stated in the document. DEC 19 2006 [ILLEGIBLE] Name Administrator Rite Aid Corporation BUREAU OF COMMERCIAL

CERTIFICATE OF INCORPORATION ENVISION PHARMACEUTICAL HOLDINGS INC. PURSUANT TO SECTION 102 OF THE DELAWARE GENERAL CORPORATION LAW

Exhibit T3A.2.94 State of Delaware Secretary of State Division of Corporations Delivered 07:42 PM 06/15/2007 FILED 07:05 PM 06/15/2007 SRV 070717664 - 4372418 FILE CERTIFICATE OF INCORPORATION OF ENVISION PHARMACEUTICAL HOLDINGS INC. PURSUANT TO SECTION 102 OF THE DELAWARE GENERAL CORPORATION LAW ENVISION PHARMACEUTICAL HOLDINGS INC., a corporation organized and existing under the laws of the Gene

B Y     L A W S ARTICLE I

Exhibit T3B.2.13 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.71 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.83 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT ENVISION PHARMACEUTICAL HOLDINGS LLC

Exhibit T3B.2.94 AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ENVISION PHARMACEUTICAL HOLDINGS LLC This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Envision Pharmaceutical Holdings LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to thi

CERTIFICATE OF INCORPORATION OMEGA ACQUISITION CORPORATION

Exhibit T3A.2.8 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 12:00 PM 10/31/1996 960317476 - 2679011 CERTIFICATE OF INCORPORATION OF OMEGA ACQUISITION CORPORATION FIRST.              The name of the Corporation is Omega Acquisition Corporation. SECOND.       The address of its registered office in the State of Delaware is 1209 Orange Street, City of Wilmington, County of New

CERTIFICATE OF INCORPORATION K & B DRUGS, INCORPORATED

Exhibit T3A.2.22 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 10:50 AM 10/29/1992 923035076 - 2314239 CERTIFICATE OF INCORPORATION OF K & B DRUGS, INCORPORATED I. The name of the corporation is K & B Drugs, Incorporated. II. The address of its registered office in Delaware is 902 Market Street, 13th Floor, Wilmington, New Castle County, Delaware 19801. The name of the regist

CERTIFICATE OF FORMATION NAME RITE MERGER COMPANY, L.L.C.

Exhibit T3A.2.29 CERTIFICATE OF FORMATION OF NAME RITE MERGER COMPANY, L.L.C. 1.             The name of the limited liability company is Name Rite Merger Company, L.L.C. 2.             The address of its registered office in the State of Delaware is 1209 Orange Street. in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trust, Compa

CERTIFICATE OF INCORPORATION Rite Aid Transport, Inc.

Exhibit T3A.2.73 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 07/01/1996 960193259 - 2639739 CERTIFICATE OF INCORPORATION OF Rite Aid Transport, Inc. FIRST. The name of this corporation is Rite Aid Transport, Inc. SECOND. Its registered office and place of business in the State of Delaware is to be located at Corporate Trust Center, 1209 Orange Street, Wilmington, D

BY-LAWS OMEGA ACQUISITION CORPORATION (a Delaware corporation) ARTICLE I

Exhibit T3B.2.8 BY-LAWS OF OMEGA ACQUISITION CORPORATION (a Delaware corporation) ARTICLE I Stockholders SECTION l.         Annual Meetings. The annual meeting of stockholders for the election of directors and for the transaction of such other business as may properly come before the meeting shall be held each year at such date and time, within or without the State of Delaware, as the Board of Dir

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT RCMH LLC

Exhibit T3B.2.87 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF RCMH LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of RCMH LLC, a Texas limited liability company (the “Company”) dated as of this 10th day of September, 2014, by RediClinic LLC, as the sole member of the Company (the “Member”). RECITAL On September 10, 2014, RediClinic of Houston LLC

LIMITED LIABILITY COMPANY OPERATING AGREEMENT RX OPTIONS, LLC

Exhibit T3B.2.108 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF RX OPTIONS, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Rx Options, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any successor or assign, the “Member”). WITNES

CERTIFICATE OF INCORPORATION Rite Aid of Connecticut, Inc.

Exhibit T3A.2.48 VOL 864    726                                                                                                                                                                                                                                     [ILLEGIBLE] CERTIFICATE OF INCORPORATION OF Rite Aid of Connecticut, Inc. The undersigned, for the purpose of forming a corporation under th

CERTIFICATE OF FORMATION PJC REVERE REALTY LLC

Exhibit T3A.2.41 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 01/08/2002 020014234 - 3477743 CERTIFICATE OF FORMATION OF PJC REVERE REALTY LLC This Certificate of Formation of PJC REVERE REALTY LLC (the “Company”), dated as of January 8, 2002, is being duly executed and filed by the undersigned, as authorized person, to form a limited liability company under the Del

CERTIFICATE OF INCORPORATION RITE AID PAYROLL MANAGEMENT, INC. ARTICLE ONE

Exhibit T3A.2.69 State of Delaware Secretary of State Division of Corporations Delivered 10:07 AM 08/08/2008 FILED 10:02 AM 08/08/2008 SRV 080857377 – 4585559 FILE CERTIFICATE OF INCORPORATION OF RITE AID PAYROLL MANAGEMENT, INC. ARTICLE ONE NAME The name of the corporation is Rite Aid Payroll Management, Inc. (the “Corporation”). ARTICLE TWO ADDRESS OF REGISTERED AGENT The address of the Corporat

B Y     L A W S ARTICLE I

Exhibit T3B.2.19 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

BYLAWS for the regulation, except as otherwise provided by statute or the Articles of Incorporation, of THRIFTY REALTY COMPANY ARTICLE I. GENERAL PROVISIONS

Exhibit T3B.2.47 BYLAWS for the regulation, except as otherwise provided by statute or the Articles of Incorporation, of THRIFTY REALTY COMPANY ARTICLE I. GENERAL PROVISIONS Section 1.01 Principal Executive Office. The principal executive office of the corporation shall be located at 3424 Wilshire Boulevard, Los Angeles, California 90010. The Board of Directors shall have the power to change the p

B Y     L A W S ARTICLE I

Exhibit T3B.2.55 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

ARTICLES OF INCORPORATION RITE AID OF GEORGIA, INC.

Exhibit T3A.2.50 ARTICLES OF INCORPORATION OF RITE AID OF GEORGIA, INC. We, the undersigned natural persons of the age of Twenty-One years or more, acting as incorporators of a corporation under the Georgia Business Corporation Code, do hereby adopt the following Articles of Incorporation for such corporation: FIRST:        The name of the corporation is RITE AID OF GEORGIA, INC. SECOND:   The cor

CERTIFICATE OF FORMATION JCG (PJC) USA, LLC

Exhibit T3A.2.81 State of Delaware Secretary of State Division of Corporations Delivered 12:44 PM 08/18/2006 FILED 12:44 PM 08/18/2006 SRV 060774208 - 4207519 FILE CERTIFICATE OF FORMATION OF JCG (PJC) USA, LLC This Certificate of Formation of JCG (PJC) USA, LLC (the “Limited Liability Company”), dated August 18, 2006, is being duly executed and filed by Jason Ment, as an authorized person to form

B Y     L A W S ARTICLE I

Exhibit T3B.2.63 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

BYLAWS for the regulation, except as otherwise provided by statute or the Articles of Incorporation, THRIFTY HOLDINGS, INC. ARTICLE I. GENERAL PROVISIONS

Exhibit T3B.2.78 BYLAWS for the regulation, except as otherwise provided by statute or the Articles of Incorporation, of THRIFTY HOLDINGS, INC. ARTICLE I. GENERAL PROVISIONS Section 1.01 Principal Executive Office. The principal executive office of the corporation shall be located at 3424 Wilshire Boulevard, Los Angeles, California 90010. The Board of Directors shall have the power to change the p

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

2

Exhibit T3B.2.81 LIMITED LIABILITY COMPANY AGREEMENT of JCG (PJC) USA, LLC, dated and effective as of August 23, 2006 (this “Agreement”). The Jean Coutu Group (PJC) Inc., a Quebec corporation (the “Member”), has formed JCG (PJC) USA, LLC, a Delaware limited liability company (the “Company”), pursuant to the provisions of the Delaware Limited Liability Company Act, 6 Del. C. § 18-101 et seq. (the “

B Y     L A W S ARTICLE I

Exhibit T3B.2.49 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.53 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

CERTIFICATE OF INCORPORATION RITE AID HDQTRS. FUNDING, INC.

Exhibit T3A.2.82 State of Delaware Secretary of State Division of Corporations Delivered 07:39 AM 09/20/2004 FILED 07:39 AM 09/20/2004 SRV 040676222 - 3856542 FILE CERTIFICATE OF INCORPORATION OF RITE AID HDQTRS. FUNDING, INC. FIRST:          The name of the Corporation is Rite Aid Hdqtrs. Funding, Inc. (hereinafter the "Corporation"). SECOND:     The address of the registered office of the Corpor

STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 03:30 PM 11/28/1990 730332017 - 2247780

Exhibit T3A.2.26 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 03:30 PM 11/28/1990 730332017 - 2247780 CERTIFICATE OF INCORPORATION OF Maxi Drug, Inc. A CLOSE CORPORATION * * * * * 1.          The name of the corporation is Maxi Drug, Inc. 2.          The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of

ARTICLES OF INCORPORATION HARCO, INC. ARTICLE I

Exhibit T3A.2.13 ARTICLES OF INCORPORATION OF HARCO, INC. ARTICLE I NAME OF CORPORATION: The name of the corporation shall be Harco, Inc. ARTICLE II PURPOSES AND POWERS: The nature of the business and the purposes for which Harco, Inc. (hereinafter “Harco”) is formed and/or the powers of such corporation shall be as follows: (1)         To operate, manage and engage in a general retail and wholesa

LIMITED LIABILITY COMPANY AGREEMENT REDICLINIC OF PA, LLC

Exhibit T3B.2.89 LIMITED LIABILITY COMPANY AGREEMENT OF REDICLINIC OF PA, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of RediClinic of PA, LLC (the “Company”) dated as of this 18th day of August, 2014, by RediClinic, LLC, as the sole member of the Company (the “Member”). RECITAL The Member has formed the Company as a limited liability company under the laws of the State of Delaw

B Y     L A W S ARTICLE I

Exhibit T3B.2.64 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

THE JEAN COUTU GROUP (PJC) USA, INC. (a Delaware corporation) B Y – L A W S Article I – General

Exhibit T3B.2.85 THE JEAN COUTU GROUP (PJC) USA, INC. (a Delaware corporation) B Y – L A W S Article I – General Section 1.1. Offices. The registered office shall be in the City of Springfield, County of Hampden, State of Delaware. The Corporation may also have offices at such other places both within and without the State of Delaware as the board of directors may from time to time determine or th

B Y     L A W S ARTICLE I

Exhibit T3B.2.77 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

BY-LAWS RITE AID OF RHODE ISLAND, INC. ARTICLE I.: IDENTIF1CATION

Exhibit T3B.2.37 BY-LAWS OF RITE AID OF RHODE ISLAND, INC. ARTICLE I.: IDENTIF1CATION Section 1.      Name. The name of the Corporation is Rite Aid of Rhode Island, Inc. (the “Corporation”). Section 2.      Seal. Upon the seal of the Corporation shall appear the name of the Corporation and the state and year of incorporation, and the words “Corporate Seal, Rhode Island.” The seal may be used by ca

OPERATING AGREEMENT

Exhibit T3B.2.28 OPERATING AGREEMENT THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of August 6, 1998 by and among Rite Aid of Ohio, Inc. (and such other persons who shall be admitted in the future in accordance with the terms hereof and shall have agreed to be bound hereby), being hereinafter sometimes referred to individually as a “Member” and collectively as t

Rite Aid Prescription Center of Scranton, Inc.

Exhibit T3A.2.61 DSCB: 17.3 (Rev. 8-72) Filing Fee: None COMMONWEALTH OF PENNSYLVANIA Consent to Use of DEPARTMENT OF STATE Similar Name CORPORATION BUREAU Pursuant to 19 Pa. Code §17.3 (relating to use of a deceptively similar name) the undersigned corporation. desiring to consent to the use by another corporation of a name which is deceptively similar to its name, does hereby certify that: 1. Th

CERTIFICATE OF CONVERSION FOR OTHER BUSINESS ENTITY INTO FLORIDA LIMITED LIABILITY COMPANY

Exhibit T3A.2.91 FILED SECRETARY OF STATE DIVISION OF CORPORATIONS 11 DEC 28 AM 9:11 EFFECTIVE DATE 1/1/2012 CERTIFICATE OF CONVERSION FOR OTHER BUSINESS ENTITY INTO FLORIDA LIMITED LIABILITY COMPANY This Certificate of Conversion and attached Articles of Organization are submitted to convert the following Other Business Entity into a Florida Limited Liability Company in accordance with 607.1113 a

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JCG HOLDINGS (USA), INC.

Exhibit T3A.2.80 State of Delaware Secretary of State Division of Corporations Delivered 06:07 PM 07/27/2004 FILED 05:28 PM 07/27/2004 SRV 040549590 – 3806543 FILE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JCG HOLDINGS (USA), INC. JCG Holdings (USA), Inc. (the “Corporation”) a corporation duly organized and existing under and by the General Corporation Law of the State of Delaware (the

ARTICLES OF INCORPORATION MAXI GREEN INC.

Exhibit T3A.2.27 [LOGO] VERMONT SECRETARY OF STATE Corporations Division MAILING ADDRESS: Vermont Secretary of State, 128 State Street, Montpelier, VT 05633-1104 DELIVERY ADDRESS: Vermont Secretary of State, 128 State Street, Montpelier, VT 05633-1104 PHONE: 802-828-2386 WEBSITE: www.sec.state.vt.us ARTICLES OF INCORPORATION OF MAXI GREEN INC. STATE OF VERMONT Secretary of State's Office Filed May

ARTICLE I

Exhibit T3A.2.32 MICHIGAN DEPARTMENT OF COMMERCE – CORPORATION AND SECURITIES BUREAU (FOR BUREAU USE ONLY) FILED Date Received JUN 15 1990 June 15, 1990 Administrator MICHIGAN DEPARTMENT OF COMMERCE Corporation & Securities Bureau ARTICLES OF INCORPORATION (Domestic Profit Corporation) These Articles of Incorporation are signed by the incorporator for the purpose of forming a profit corporation pu

ARTICLES OF ORGANIZATION (Under Section 1705.04 of the Ohio Revised Code) Limited Liability Company

Exhibit T3A.2.12 [Seal] Prescribed by Approved 30 Bob Taft, Secretary of State Date 3/9/98 30 East Broad Street, 14th Floor Fee $85.00 Columbus, Ohio 43266-0418 98031000602 Form LCA (July 1994) ARTICLES OF ORGANIZATION (Under Section 1705.04 of the Ohio Revised Code) Limited Liability Company The undersigned, desiring to form a limited liability company, under Chapter 1705 of the Ohio revised Code

CERTIFICATE OF INCORPORATION PJC SPECIAL REALTY HOLDINGS, INC.

Exhibit T3A.2.42 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 12/28/2001 010676150 - 3474266 CERTIFICATE OF INCORPORATION OF PJC SPECIAL REALTY HOLDINGS, INC. FIRST: The name of the Corporation is PJC Special Realty Holdings, Inc. SECOND: The address of the Corporation’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of W

ARTICLES OF MERGER Fairground, L.L.C 5019821-0 RA 5-Points, L.L.C. 5029019-9 RA Indian River / Kempsville, L.L.C. 5029137-9 Route 1 and Hood Road - Fredericksburg L.L.C. 5026134-9 Rite Aid of Virginia, Inc. 0148732-1

Exhibit T3A.2.65 ARTICLES OF MERGER OF Fairground, L.L.C 5019821-0 RA 5-Points, L.L.C. 5029019-9 RA Indian River / Kempsville, L.L.C. 5029137-9 Route 1 and Hood Road - Fredericksburg L.L.C. 5026134-9 INTO Rite Aid of Virginia, Inc. 0148732-1 The undersigned, pursuant to Sections 13.1-720 and 13.1-1072 of the Code of Virginia, hereby execute the following articles of merger and set forth: ONE The n

Articles of Merger

Exhibit T3A.2.18 F0013 2017060856 Fee: $ 50 Filed: 02/24/2017 02:17 PM C. Delbert Hosemann, Jr. Secretary of State P.O. BOX 136 JACKSON, MS 39205-0136 TELEPHONE: (601) 359-1633 Articles of Merger Effective Date of Merger: 02/24/2017 Merging Business(es) Business ID Name of Entity Entity Type State State & Fortification Streets- Jackson, Mississippi, LLC Limited Liability Company DE 984155 Central

DOMESTIC BUSINESS CORPORATION STATE OF MAINE ARTICLES OF MERGER

Exhibit T3A.2.53 DOMESTIC BUSINESS CORPORATION STATE OF MAINE ARTICLES OF MERGER LAVERDIERE’S ENTERPRISES (Subsidiary, A Maine Corporation) INTO RITE AID OF MAINE, INC. (Parent, A Maine Corporation) Filing Fee $80.00 File No. 19730782 D Pages 4 File No. 19620088 D Fee Paid $ 80 DCN 2030171800033 MERG FILED EFFECTIVE 01/13/2003 01/13/2003 ([ILLEGIBLE]) Deputy Secretary of State A True Copy When Att

B Y     L A W S ARTICLE I

Exhibit T3B.2.45 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LIMITED LIABILITY COMPANY AGREEMENT OF JUNIPER RX, LLC

Exhibit T3B.2.15 LIMITED LIABILITY COMPANY AGREEMENT OF JUNIPER RX, LLC This Limited Liability Company Agreement (this “Agreement”) of Juniper Rx, LLC, a Delaware limited liability company (the “Company”), is hereby adopted by Rite Aid Hdqtrs. Corp., a Delaware limited liability company, as the sole member of the Company (“Rite Aid”), this 1st day of March, 2022, in accordance with the Delaware Li

B Y     L A W S ARTICLE I

Exhibit T3B.2.57 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.21 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

OPERATING AGREEMENT

Exhibit T3B.2.29 OPERATING AGREEMENT THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of 6th day of February, 1998 by and among THRIFTY PAYLESS, INC. (and such other persons who shall be admitted in the future in accordance with the terms hereof and shall have agreed to be bound hereby), being hereinafter sometimes referred to individually as a “Member” and collect

B Y     L A W S ARTICLE I

Exhibit T3B.2.59 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

BY-LAWS PHARMACY HOLDINGS CORP. (hereinafter called the “Corporation”) ARTICLE I

Exhibit T3B.2.34 1.2.18.5 BY-LAWS OF PHARMACY HOLDINGS CORP. (hereinafter called the “Corporation”) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as

B Y     L A W S ARTICLE I

Exhibit T3B.2.62 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

ARTICLES OF INCORPORATION

Exhibit T3A.2.43 RECEIVED 903DH1247 0511 ORG&FI $60.00 FILED MAY 10 1990 RDS DETROIT, INC.. MAY 10 1990 MICHIGAN DEPT. OF COMMERCE ARTICLES OF INCORPORATION Administrator MICHIGAN DEPT. OF COMMERCE Corporate & Securities Bureau Corporation Identification Number: 462-020 Pursuant to the provisions of Act 284, Public Acts of 1972, as amended, the undersigned corporation executes the following Articl

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

ARTICLES OF CONVERSION LAKER SOFTWARE, INC. LAKER SOFTWARE, LLC

Exhibit T3A.2.106 [LOGO] 71483410002 ARTICLES OF CONVERSION OF LAKER SOFTWARE, INC. INTO LAKER SOFTWARE, LLC Clarence Guggisberg, Chief Executive Officer of Laker Software, Inc., a Minnesota corporation (the “Corporation’’), hereby states the following on behalf of the Corporation, as is required by Section 302A.687 of the Minnesota Statutes: 1. Attached hereto as Exhibit A is a copy of the Plan o

ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation

Exhibit T3A.2.3 06032-1549 Prescribed by Bob Taft, Secretary of State 30 East Broad Street, 14th floor Columbus, Ohio 43266-0418 Form ARF (December 1990) [SEAL] 97101611501 ARTICLES OF INCORPORATION (Under Chapter 1701 of the Ohio Revised Code) Profit Corporation The undersigned, desiring to from a corporation, for profit, under Sections 1701.01 et seq. of the Ohio Revised Code, do hereby state th

State of Delaware Secretary of State Division of Corporations Delivered 02.45 PM 03/01/2022 Filed 02.45 PM 03/01/2022 SR 2022024714 - File Number 6646461

Exhibit T3A.2.15 State of Delaware Secretary of State Division of Corporations Delivered 02.45 PM 03/01/2022 Filed 02.45 PM 03/01/2022 SR 2022024714 - File Number 6646461 STATE OF DELAWARE CERTIFICATE OF FORMATION OF LIMITED LIABILITY COMPANY The undersigned authorized person, desiring to form a limited liability company pursuant to the Limited Liability Company Act of the State of Delaware, hereb

CERTIFICATE OF INCORPORATION PHARMACY HOLDINGS CORP.

Exhibit T3A.2.34 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF  CORPORATIONS FILED 02:30 PM 11/09/2001 010568221 - 3455364 CERTIFICATE OF INCORPORATION OF PHARMACY HOLDINGS CORP. FIRST:        The name of the Corporation is Pharmacy Holdings Corp. (hereinafter the “Corporation”). SECOND:   The address of the registered office of the Corporation in the State of Delaware is 1209 Orange Street, in

READ’S, INC. ARTICLES OF AMENDMENT AND RESTATEMENT

Exhibit T3A.2.44 READ’S, INC. ARTICLES OF AMENDMENT AND RESTATEMENT (Seal) THIS IS TO CERTIFY THAT: FIRST:          Read's, Inc., a Maryland corporation (the "Corporation"), desires to amend arid restate its charter as currently in effect and as hereinafter amended. SECOND:     The following provisions are all the provisions of the charter currently in effect and as hereinafter amended: 1. KNOW AL

ARTICLES OF ASSOCIATION OF A. S. PUTNAM & CO.

Exhibit T3A.2.33 ARTICLES OF ASSOCIATION OF A. S. PUTNAM & CO. [ILLIEGIABLE] desiring to become incorporated under the provisions of Act No. 232 of the Public Acts of 1903, entitled “An act to revise and consolidate the laws providing for the incorporation of manufacturing and mercantile companies or any union of the two, and for the incorporation of companies for carrying on any other lawful busi

STATE OF INDIANA OFFICE OF THE SECRETARY OF STATE CERTIFICATE OF INCORPORATION RITE AID OF INDIANA, INC.

Exhibit T3A.2.51 STATE OF INDIANA OFFICE OF THE SECRETARY OF STATE CERTIFICATE OF INCORPORATION OF RITE AID OF INDIANA, INC. I, LARRY A. CONARD, Secretary of State of the State of Indiana, hereby certify that Articles of Incorporation of the above Corporation, in the form prescribed by my office, prepared and signed in duplicate by the incorporator(s), and acknowledged and verified by the same bef

ARTICLES OF INCORPORATION RITE AID OF MARYLAND, INC.

Exhibit T3A.2.54 ARTICLES OF INCORPORATION OF RITE AID OF MARYLAND, INC. For the purpose of forming a stock corporation for one or more lawful purposes under the provisions of ARTICLE 23 of the Annotated Code of Maryland (hereinafter sometimes referred to as the "General Corporation Law"), the natural person hereinafter named as the person acting as the incorporator of the said corporation does he

CERTIFICATE OF FORMATION MIDWEST TECHNOLOGY INVESTMENTS LLC

Exhibit T3A.2.96 State of Delaware Secretary of State Division of Corporations Delivered 10:51 AM 03/15/2012 FILED 10:44 AM 03/15/2012 SRV 120313984 - 5124654 FILE CERTIFICATE OF FORMATION OF MIDWEST TECHNOLOGY INVESTMENTS LLC This Certificate of Formation of MIDWEST TECHNOLOGY INVESTMENTS LLC (the “LLC”), dated as of March 15, 2012, is being duly executed and filed by Dennis B. Angers, as an auth

The Ohio Secretary of State Central Ohio: (614) 466-3910 Toll Free: 1-877-SOS-FILE (1-877-767-3453)

Exhibit T3A.2.93 Prescribed by: The Ohio Secretary of State Central Ohio: (614) 466-3910 Toll Free: 1-877-SOS-FILE (1-877-767-3453) Expedite this Form: (Select One) Mail Form to one of the Following: ¨ Yes PO Box 1390 Columbus, OH 43216 ***Requires an additional fee of $100*** www.sos.state.oh.us x No PO Box 670 e-mail: [email protected] Columbus, OH 43216 initial articles of incorporation (

Articles of Conversion (Pursuant to NRS 92A.205)

Exhibit T3A.2.102 [LOGO] ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4520 (775) 664-5708 Website: www.nvsos.gov Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada Document Number 20130703608-30 Filing Date and Time 10/29/2013 8:00 AM Entity Number C29114-2001 Articles of Conversion (PURSUANT TO NRS 92A.205) Page 1   U

P.J.C. Realty Co., Inc. * * * * * * * * * * ARTICLE I

Exhibit T3B.2.31 1.2.24.2 P.J.C. Realty Co., Inc. * * * * * BY-LAWS * * * * * ARTICLE I OFFICES Section 1. The registered office shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. The corporation may also have offices at such other places both within and without the state of Delaware as the board of directors may from time to time determine or the business of t

B Y     L A W S ARTICLE I

Exhibit T3B.2.75 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LIMITED LIABILITY COMPANY AGREEMENT RITE INVESTMENTS CORP., LLC

Exhibit T3B.2.84 LIMITED LIABILITY COMPANY AGREEMENT OF RITE INVESTMENTS CORP., LLC THIS LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Rite Investments Corp., LLC, a Delaware limited liability company (the “Company”) dated as of this 28th day of May, 2003, by Rite Investments Corp., a Delaware corporation, as the sole member of the Company (the “Member”). RECITAL The Member has formed t

B Y     L A W S ARTICLE I

Exhibit T3B.2.46 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

AMENDED AND RESTATED MEMBER CONTROL AGREEMENT LAKER SOFTWARE, LLC

Exhibit T3B.2.106 EXECUTION VERSION AMENDED AND RESTATED MEMBER CONTROL AGREEMENT OF LAKER SOFTWARE, LLC This Amended and Restated Member Control Agreement (this “Agreement”) of Laker Software, LLC (the “Company”) is made, entered into and effective as of November 26, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any successor or as

B Y     L A W S ARTICLE I

Exhibit T3B.2.6 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

B Y     L A W S ARTICLE I

Exhibit T3B.2.23 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HUNTER LANE, LLC

Exhibit T3B.2.92 THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HUNTER LANE, LLC THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Hunter Lane, LLC, a Delaware limited liability company (the “Company”), dated as of this 24th day of June, 2015, by Rite Aid Corporation, a Delaware corporation, as the sole member of the Company (the “Member”).

B Y     L A W S ARTICLE I

Exhibit T3B.2.60 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

FILED In the Office of the Secretary of State of Texas MAR 12 2007

Exhibit T3A.2.87 FILED In the Office of the Secretary of State of Texas MAR 12 2007 Corporations Section CERTIF1CATE OF FORMATION OF RCMH LLC This Certificate of Formation of RCMH LLC (the "Company") is being executed and filed by the undersigned authorized person for the purpose of forming a limited liability company under the Texas Limited Liability Company Act. ARTICLE I The name of the Texas l

LIMITED LIABILITY COMPANY OPERATING AGREEMENT ENVISION MEDICAL SOLUTIONS, LLC

Exhibit T3B.2.101 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ENVISION MEDICAL SOLUTIONS, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Envision Medical Solutions, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any successor

ARTICLES OF ORGANIZATION OF MEDTRACK SERVICES, LLC

Exhibit T3A.2.107 FILED MAR 16 1998 [ILLEGIBLE] SECRETARY OF STATE ARTICLES OF ORGANIZATION OF MEDTRACK SERVICES, LLC The undersigned organizer, as of the date set forth below, hereby forms and establishes a limited liability company under the Missouri Limited Liability Company Act, RSMo. §§ 347.010 et seq. (the “Act”). ARTICLE I The name of the limited liability company is MedTrack Services, LLC

CERTIFICATE OF INCORPORATION P.J.C. Realty Co., Inc.

Exhibit T3A.2.31 FILED FEB 6 1987 1 PM [illegible] CERTIFICATE OF INCORPORATION OF P.J.C. Realty Co., Inc. 1. The name of the corporation is P.J.C. Realty Co., Inc. 2. The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corporation Trus

MICHIGAN DEPARTMENT OF LICENSING AND REGULATORY AFFAIRS FILING ENDORSEMENT

Exhibit T3A.2.2 Filed by Corporations Division Administrator Filing Number: 201802318070 Date: 12/12/2018 MICHIGAN DEPARTMENT OF LICENSING AND REGULATORY AFFAIRS FILING ENDORSEMENT This is to Certify that the CERTIFICATE OF AMENDMENT TO THE ARTICLES OF ORGANIZATION for 1740 ASSOCIATES, L.L.C. ID Number: 801106781 received by electronic transmission on December 11, 2018, is hereby endorsed. Filed o

As filed with the Securities and Exchange Commission on August 29, 2024

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LIMITED LIABILITY COMPANY OPERATING AGREEMENT ORCHARD PHARMACEUTICAL SERVICES, LLC

Exhibit T3B.2.93 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ORCHARD PHARMACEUTICAL SERVICES, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Orchard Pharmaceutical Services, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any s

B Y     L A W S ARTICLE I

Exhibit T3B.2.43 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.52 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.7 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

CERTIFICATE OF FORMATION OF REDICLINIC US, LLC

Exhibit T3A.2.90 State of Delaware Secretary of State Division of Corporations Delivered 02:30 PM 03/17/2008 FILED 02:22 PM 03/17/2008 SRV 080324569 - 4519882 FILE CERTIFICATE OF FORMATION OF REDICLINIC US, LLC This Certificate of Formation of RediClinic US, LLC (the "Company") is being duly executed and filed by the undersigned authorized person to form a limited liability company under the Delaw

CERTIFICATE OF INCORPORATION RITE AID HOME HEALTH CARE, INC. * * * * *

Exhibit T3A.2.46 FILED AUG 27 1984 Eligible CERTIFICATE OF INCORPORATION OF RITE AID HOME HEALTH CARE, INC. * * * * * 1.      The name of the corporation is RITE AID HOME HEALTH CARE, INC.. 2.      The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such a

As filed with the Securities and Exchange Commission on August 29, 2024

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ARTICLES OF INCORPORATION OF KATZ & BESTHOFF #102, INC.

Exhibit T3A.2.17 341 82346 ARTICLES OF INCORPORATION OF KATZ & BESTHOFF #102, INC. UNITED STATES OF AMERICA STATE OF LOUISIANA PARISH OF ORLEANS CITY OF NEW ORLEANS BE IT KNOWN, that on this 22nd day of the month of July in the year one thousand nine hundred and eighty-five. BEFORE ME, Albert Mintz, a Notary Public, duly commissioned, sworn and qualified, in and for the City and Parish aforesaid,

B Y     L A W S ARTICLE I

Exhibit T3B.2.17 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LIMITED LIABILITY COMPANY AGREEMENT PJC REVERE REALTY LLC

Exhibit T3B.2.41 LIMITED LIABILITY COMPANY AGREEMENT OF PJC REVERE REALTY LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of PJC REVERE REALTY LLC, dated as of January 8, 2002, entered into by PJC SPECIAL REALTY HOLDINGS, INC., a Delaware corporation with its principal office at 50 Service Avenue, Warwick, Rhode Island 02886 (“PJC Special”), as the sole Member and Manager of PJC REVERE REALTY LLC (th

AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT ADVANCE BENEFITS, LLC

Exhibit T3B.2.105 AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ADVANCE BENEFITS, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Advance Benefits, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and any successor

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

CERTIFICATE OF FORMATION Munson & Andrews, LLC

Exhibit T3A.2.28 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 04:30 PM 08/06/1998 981309568 – 2930578 CERTIFICATE OF FORMATION OF Munson & Andrews, LLC 1.     The name of the limited liability company is Munson & Andrews, LLC. 2.     The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, Count

CERTIFICATE OF INCORPORATION OF P.J.C. DISTRIBUTION, INC.

Exhibit T3A.2.30 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 10:00 AM 12/09/1992 722344086 - 2318301 CERTIFICATE OF INCORPORATION OF P.J.C. DISTRIBUTION, INC. 1.            The name of the corporation is P.J.C. Distribution, Inc. 2.            The address of its registered office in the State of Delaware is 1209 Orange Street, Wilmington, New Castle County, Delaware. The re

B Y     L A W S ARTICLE I

Exhibit T3B.2.5 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busines

B Y     L A W S ARTICLE I

Exhibit T3B.2.74 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.82 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

B Y     L A W S ARTICLE I

Exhibit T3B.2.20 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

BYLAWS OF PJC OF VERMONT INC. ARTICLE I. OFFICES

  Exhibit T3B.2.38   BYLAWS OF PJC OF VERMONT INC.   ARTICLE I. OFFICES   § 1.1 Business Office.   The principal office of the corporation shall be located at any place either within or outside the State of Vermont as designated in the corporation’s most current annual report filed with the Vermont Secretary of State. The corporation may have such other offices, either within or without the State

CERTIFICATE OF INCORPORATION Rite Aid of Delaware, Inc.

Exhibit T3A.2.49 CERTIFICATE OF INCORPORATION OF Rite Aid of Delaware, Inc. The undersigned, a natural person, for the purpose of organizing a corporation for conducting the business and promoting the purposes hereinafter stated, under the provisions and subject to the requirements of the laws of the State of Delaware (particularly Chapter 1, Title 8 of the Delaware Code and the acts mandatory the

ARTICLES OF INCORPORATION K & B SERVICES, INCORPORATED

Exhibit T3A.2.19 ARTICLES OF INCORPORATION OF K & B SERVICES, INCORPORATED UNITED STATES OF AMERICA STATE OF LOUISIANA PARISH OF ORLEANS CITY OF NEW ORLEANS BE IT KNOWN, that on this 14th day of the month of October in the year one thousand nine hundred and ninety-two, BEFORE ME, Brian Leftwich, Notary Public, duly commissioned, sworn and qualified, in and for the City and Parish aforesaid, and in

CHARTER K & B TENNESSEE CORPORATION

Exhibit T3A.2.20 CHARTER OF K & B TENNESSEE CORPORATION [SEAL] The undersigned person under the Tennessee Business corporation Act adopts the following charter for the above listed corporation: 1.            The name of the corporation is: K & B TENNESSEE CORPORATION 2.            The number of shares of stock the Corporation is authorized to issue is: One Million (1,000,000) shares with a par val

ARTICLES OF INCORPORATION

Exhibit T3A.2.66 ARTICLES OF INCORPORATION To: Department of Consumer and Regulatory Affairs Washington, D. C. 20001 We, the undersigned natural persons of the age of eighteen years or more, acting as incorporators of a corporation under the Business Corporation Act (D.C. Code, 1981 edition, Title 29, Chapter 3), adopt the following Articles of Incorporation: FIRST:        The name of the corporat

CERTIFICATE OF FORMATION REDICLINIC OF PA, LLC

Exhibit T3A.2.89 08/17/2014 11:49 SKARDEL LLC → 13027393673 NO.969 002 State of Delaware Secretary of State Division of Corporations Delivered 11:51 AM 08/18/2014 FILED 11:51 AM 08/18/2014 SRV 141080174 - 5586361 FILE CERTIFICATE OF FORMATION OF REDICLINIC OF PA, LLC 1. The name of the limited liability company is RediClinic of PA, LLC. 2. The address of its registered office in the State of Delaw

CERTIFICATE OF INCORPORATION THE JEAN COUTU GROUP (PJC) USA, INC.

Exhibit T3A.2.85 8602POC208 9:01 AM FILED AUG 6 1986 SECRETARY OF STATE CERTIFICATE OF INCORPORATION OF THE JEAN COUTU GROUP (PJC) USA, INC. FIRST.        The name of the corporation is:  THE JEAN COUTU GROUP (PJC) USA, INC. SECOND.   The address of its registered office in the State of Delaware is No. 1209 Orange Street, Corporation Trust Center, in the City of Wilmington, Delaware 19805, in the

OPERATING AGREEMENT

Exhibit T3B.2.2 OPERATING AGREEMENT THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of June 24, 1998 by and among Rite Aid of Michigan, Inc. (and such other persons who shall be admitted in the future in accordance with the terms hereof and shall have agreed to be bound hereby), being hereinafter sometimes referred to individually as a “Member” and collectively as

BY-LAWS PJC REALTY MA, INC. ARTICLE I STOCKHOLDERS

Exhibit T3B.2.40 BY-LAWS OF PJC REALTY MA, INC. ARTICLE I STOCKHOLDERS Section I. Annual Meeting of Stockholders. Beginning with the first calendar year after the year of incorporation, an annual meeting of the stockholders shall be held on the last Friday of September each year (or if that be a legal holiday in the place where the meeting is to be held; on the next succeeding business day), or at

AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT PJC PETERBOROUGH REALTY LLC

Exhibit T3B.2.39 AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PJC PETERBOROUGH REALTY LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of PJC PETERBOROUGH REALTY LLC, dated as of January 8, 2002, entered into by PJC SPECIAL REALTY HOLDINGS, INC., a Delaware corporation with its principal office at 50 Service Avenue, Warwick, Rhode lsland 02886 (“PJC Special”), as the

B Y     L A W S ARTICLE I

Exhibit T3B.2.50 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

OF P.J.C. DISTRIBUTION, INC. ARTICLE I: IDENTIFICATION

Exhibit T3B.2.30 EXHIBIT A BY-LAWS OF P.J.C. DISTRIBUTION, INC. ARTICLE I: IDENTIFICATION Section 1. Name. The name of the corporation is P.J.C. Distribution, Inc. (the “Corporation”). Section 2. Seal. Upon the seal of the Corporation shall appear the name of the Corporation and the state and year of incorporation, and the words “Corporate Seal.” Section 3. Offices. The registered office of the Co

THRIFT DRUG, INC. As Amended to May 21, 1993 ARTICLE I.

Exhibit T3B.2.76 THRIFT DRUG, INC. BYLAWS As Amended to May 21, 1993 ARTICLE I. Offices SECTION 1.      Registered Office. The registered office of the Corporation in the State of Delaware shall be at 1209 Orange Street, City of Wilmington, County of New Castle. The name of the registered agent in charge thereof is The Corporation Trust Company.   SECTION 2.       Other Offices. The corporation ma

RITE AID CORPORATION 15.000% Third-Priority Series A Senior Secured PIK Notes due 2031 15.000% Third-Priority Series B Senior Secured PIK Notes due 2031 Dated as of August 30, 2024 U.S. Bank Trust Company, National Association, as Trustee and as Secu

Exhibit TC3.2 Privileged and Confidential THIS INDENTURE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN, AND ARE OTHERWISE SUBJECT TO THE TERMS AND PROVISIONS OF, THE ABL INTERCREDITOR AGREEMENT, AND THE SECURITIES / ROLLOVER NOTES INTERCREDITOR AGREEMENT (EACH AS DEFINED HEREIN). IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS AND PROVI

CERTIFICATE OF LIMITED PARTNERSHIP MAXI DRUG SOUTH, L.P.

Exhibit T3A.2.25     STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 01/02/2002 020002511 - 3474349 CERTIFICATE OF LIMITED PARTNERSHIP OF MAXI DRUG SOUTH, L.P. This Certificate of Limited Partnership of Maxi Drug South, L.P. (the "Partnership") is made as of January 2, 2002. 1. The name of the Partnership is Maxi Drug South, L.P. 2. The address of the registered office

GDS, INC. ARTICLES OF INCORPORATION

Exhibit T3A.2.10 GDS, INC. ARTICLES OF INCORPORATION FIRST: THE UNDERSIGNED, James J. Winn, Jr., whose address is 110 Charles Center South, 36 South Charles Street, Baltimore, Maryland 21201, being at least eighteen years of age, acting as incorporator, does hereby form a corporation under and by virtue of the General Laws of the State of Maryland. SECOND: The name of the corporation (which is her

CERTIFICATE OF INCORPORATION RITE INVESTMENTS CORP.

Exhibit T3A.2.83 FILED OCT 3 1983 9 AM [ILLEGIBLE] SECRETARY OF STATE CERTIFICATE OF INCORPORATION OF RITE INVESTMENTS CORP. l. The name of the Corporation is Rite Investments Corp. 2. The address of its registered office is 103 Springer Building, 3411 Silver side Road, Wilmington, County of New Castle, Delaware 19810. The name of its registered agent at such address is Organization Services, Inc.

B Y     L A W S ARTICLE I

Exhibit T3B.2.16 *    *    *    *    * B Y     L A W S *    *    *    *    * ARTICLE I OFFICES Section 1.         The office of the corporation shall be as stated in the Certificate of Incorporation. Section 2.         The corporation may also have offices at such other places both within and without the State of Incorporation as the board of directors may from time to time determine or the busine

LIMITED LIABILITY COMPANY OPERATING AGREEMENT ENVISION PHARMACEUTICAL SERVICES, LLC

Exhibit T3B.2.103 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF ENVISION PHARMACEUTICAL SERVICES, LLC This Limited Liability Company Operating Agreement (this “Agreement”) of Envision Pharmaceutical Services, LLC (the “Company”) is made, entered into and effective as of November 4, 2013, by the party whose name and address is set forth on Schedule A to this Agreement, as the sole member (and an

As filed with the Securities and Exchange Commission on August 29, 2024

As filed with the Securities and Exchange Commission on August 29, 2024 Registration Nos.

ARTICLES OF INCORPORATION RITE AND OF KENTUCKY, INC.

Exhibit T3A.2.52 [SEAL] ARTICLES OF INCORPORATION OF RITE AND OF KENTUCKY, INC. We, the undersigned, acting as incorporators of a corporation under the Kentucky Business Corporation Act, adopt the following Articles of Incorporation for such corporation: FIRST: The name of the corporation is RITE AID OF KENTUCKY, INC. SECOND: The period of its duration is perpetual. THIRD: The purpose or purposes

CERTIFICATE OF INCORPORATION RITE AID REALTY CORP.

Exhibit T3A.2.70 CERTIFICATE OF INCORPORATION OF RITE AID REALTY CORP. The undersigned, a natural person, for the purpose of organizing a corporation for conducting the business and promoting the purposes hereinafter stated, under the provisions and subject to the requirements of the laws of the State of Delaware (particularly Chapter 1, Title 8 of the Delaware Code and the acts amendatory thereof

B Y     L A W S ARTICLE I

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