Cecil D. Magpuri - Oct 6, 2023 Form 3 Insider Report for Falcon's Beyond Global, Inc. (FBYD)

Role
Chief Executive Officer, Director
Signature
/s/ Melissa Curvino, by power of attorney
Stock symbol
FBYD
Transactions as of
Oct 6, 2023
Transactions value $
$0
Form type
3
Date filed
10/6/2023, 05:42 PM
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding FBYD Class B Common Stock 12.2M Oct 6, 2023 By CilMar Ventures, LLC Series A F1, F4, F5
holding FBYD Class B Common Stock 21.1M Oct 6, 2023 By CilMar Ventures, LLC Series A F1, F4, F5

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
holding FBYD Common Units of Falcon's Beyond Global, LLC Oct 6, 2023 Class A Common Stock 12.2M $0.00 By CilMar Ventures, LLC Series A F1, F2, F4, F5
holding FBYD Common Units of Falcon's Beyond Global, LLC Oct 6, 2023 Class A Common Stock 21.1M $0.00 By CilMar Ventures, LLC Series A F1, F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person owns common units ("Common Units") of Falcon's Beyond Global, LLC ("Falcon's LLC"), a subsidiary of Falcon's Beyond Global, Inc. (the "Issuer"), and an equal number of shares of the Issuer's non-economic voting Class B common stock, par value $0.0001 per share ("Class B Common Stock"). Following the waiver or expiration of a lock-up period, the Reporting Person will have the right to cause Falcon's LLC to redeem its Common Units in whole or in part, for an equal number of shares of the Issuer's Class A common stock or cash (at the Issuer's option) and the corresponding shares of Class B Common Stock will be canceled, as described in the Issuer's Registration Statement on Form S-4 (File No. 333-269778) (the "Registration Statement").
F2 The Common Units and Class B Common Stock do not expire.
F3 Reflects Common Units and an equal number of shares of Class B Common Stock that are subject to earnout and are being held in an escrow account for the benefit of the Reporting Person. Such units and shares will be released to the Reporting Person, if at all, upon the satisfaction of certain milestones described in the Registration Statement. The Reporting Person's right to receive such units and shares upon satisfaction of the earnout conditions became fixed and irrevocable on October 6, 2023. Additionally, once such Common Units and shares of Class B Common Stock are earned, released and delivered from escrow to the Reporting Person, such units and shares shall be subject to an additional 1-year lock-up pursuant to an agreement between the Reporting Person and the Issuer.
F4 The Cecil De Los Reyes Magpuri Declaration of Trust u/a/d November 1, 2002 ("CM Revocable Trust") and the Cecil De Los Reyes Magpuri Irrevocable Gift Trust Agreement u/a/d April 18, 2022 ("CM Irrevocable Trust") own a combined 50% interest in CilMar Ventures, LLC Series A. The Marty Mathers Magpuri Declaration of Trust u/a/d November 1, 2002 ("MM Revocable Trust") and the Marty Mathers Magpuri Irrevocable Gift Trust Agreement u/a/d April 18, 2022 ("MM Irrevocable Trust") own a combined 50% interest in CilMar Ventures, LLC Series A. Marty Mathers Magpuri, the Reporting Person's wife, is the trustee of the CM Revocable Trust and the Reporting Person is the trustee of the MM Revocable Trust. Christopher Tipay Magpuri is the trustee of the CM Irrevocable Trust and the MM Irrevocable Trust. Consequently, Mr. and Mrs. Magpuri may be deemed to have controlling voting and dispositive power over the shares held directly by CilMar Ventures, LLC Series A.
F5 The Reporting Person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest therein.

Remarks:

Exhibit 24.1 - Power of Attorney