Mark Arnold - 31 Dec 2023 Form 5 Insider Report for MARKETWISE, INC. (MKTW)

Role: 10%+ Owner
Signature: /s/ Mark Arnold
Issuer symbol: MKTW
Transactions as of: 31 Dec 2023
Transactions value $: -$1,846,823
Form type: 5
Filing time: 14 Feb 2024, 17:05:35 UTC
Previous filing: 17 Nov 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MKTW	Class B Common Stock	Other	$0	-1M	-8.88%	$0.00	10.3M	14 Jun 2023	Direct	F1
transaction	MKTW	Class A Common Stock	Options Exercise	$0	+1M	+5104.35%	$0.00	1.02M	14 Jun 2023	Direct	F2
transaction	MKTW	Class A Common Stock	Sale	-$1.8M	-1M	-98.08%	$1.80	19.6K	16 Jun 2023	Direct
transaction	MKTW	Class A Common Stock	Sale	-$46.8K	-19.6K	-100%	$2.39	0	20 Jun 2023	Direct	F3
holding	MKTW	Class B Common Stock						4.06M	31 Dec 2023	See Footnote	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MKTW	Common Units	Conversion of derivative security	$0	-1M	-8.88%	$0.00	10.3M	14 Jun 2023	Class A Common Stock	1M		Direct	F5, F6
holding	MKTW	Common Units						4.06M	31 Dec 2023	Class A Common Stock	4.06M		See Footnote	F4, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects the automatic cancellation of Class B Common Stock upon the redemption of an equal number of Common Units.
F2	The Reporting Person was issued the Class A Common Stock in connection with the redemption of his Common Units and the cancellation of his Class B Common Stock.
F3	The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $2.3599 to $2.4002, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
F4	These securities are owned by Jama 2021, LLC, of which a trust is a member and of which the Reporting Person is a member and a manager. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein.
F5	Upon the redemption of any Common Units, a number of Class B common stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.
F6	The Common Units are redeemable at any time by the Reporting Person for, at the election of the Issuer, newly-issued Class A common stock on a one-for-one basis or a cash payment equal to the volume weighted average market price of one Class A common stock for each Common Unit redeemed. Upon the redemption of any Common Units, a number of Class B common stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.