4//SEC Filing
Hymowitz Gregg 4
Accession 0000899243-23-020708
CIK 0001843973other
Filed
Dec 28, 7:00 PM ET
Accepted
Dec 29, 7:35 PM ET
Size
36.7 KB
Accession
0000899243-23-020708
Insider Transaction Report
Form 4
EnTrust Global Management GP LLC
10% Owner
Transactions
- Other
Class A Common Stock
2023-12-27$10.00/sh+5,517,808$55,178,080→ 5,517,808 total(indirect: See Footnote) - Other
Class A Common Stock
2023-12-27$10.00/sh+2,808,904$28,089,040→ 2,808,904 total(indirect: See Footnote)
Holdings
- 5,625,000(indirect: See Footnotes)
Class A Common Stock
GH Onshore GP LLC
10% Owner
Transactions
- Other
Class A Common Stock
2023-12-27$10.00/sh+2,808,904$28,089,040→ 2,808,904 total(indirect: See Footnote) - Other
Class A Common Stock
2023-12-27$10.00/sh+5,517,808$55,178,080→ 5,517,808 total(indirect: See Footnote)
Holdings
- 5,625,000(indirect: See Footnotes)
Class A Common Stock
Hymowitz Gregg
Director10% Owner
Transactions
- Other
Class A Common Stock
2023-12-27$10.00/sh+2,808,904$28,089,040→ 2,808,904 total(indirect: See Footnote) - Other
Class A Common Stock
2023-12-27$10.00/sh+5,517,808$55,178,080→ 5,517,808 total(indirect: See Footnote)
Holdings
- 5,625,000(indirect: See Footnotes)
Class A Common Stock
EG Sponsor LLC
Director10% Owner
Transactions
- Other
Class A Common Stock
2023-12-27$10.00/sh+2,808,904$28,089,040→ 2,808,904 total(indirect: See Footnote) - Other
Class A Common Stock
2023-12-27$10.00/sh+5,517,808$55,178,080→ 5,517,808 total(indirect: See Footnote)
Holdings
- 5,625,000(indirect: See Footnotes)
Class A Common Stock
Footnotes (6)
- [F1]Outstanding debt of LGM Enterprises, LLC ("LGM") was converted to a number of shares of Class A Common Stock of the Issuer in connection with the consummation of the business combination with LGM, on December 27, 2023 (the "Business Combination") equal to the quotient of (a) the total amount owed by LGM divided by (b) $10.00.
- [F2]Represents 5,517,808 shares of Class A Common Stock held by EnTrust Emerald (Cayman) LP. Gregg Hymowitz serves as the Founder and Chief Executive Officer of EnTrust Global, an affiliate of which serves as the general partner of EnTrust Emerald (Cayman) LP, and may be deemed to be the beneficial owner of such shares held by EnTrust Emerald (Cayman) LP. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
- [F3]Represents 2,808,904 shares of Class A Common Stock held by ETG Omni LLC. Gregg Hymowitz serves as the Founder and Chief Executive Officer of EnTrust Global, an affiliate of which serves as the managing member of ETG Omni LLC, and may be deemed to be the beneficial owner of such shares held by ETG Omni LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
- [F4]Represents 5,625,000 shares of Class A Common Stock held by the EG Sponsor LLC ("Sponsor"), consisting of 1,000 shares classified before the consummation of the Business Combination as shares of Class B common stock, par value $0.0001 per share, of EG Acquisition Corp. ("EG"), which have converted into shares of Class A Common Stock on a one-for-one basis upon the closing of the Business Combination, and 5,624,000 shares classified before the consummation of the Business Combination as shares of Class A common stock, par value $0.0001 per share, of EG, which have converted into shares of Class A Common Stock on a one-for-one basis upon the closing of the Business Combination. EnTrust Global Management GP LLC is the managing member of the Sponsor and as such has voting and investment discretion with respect to the Class A Common Stock held of record by the Sponsor and may be deemed to have shared beneficial ownership (along with EnTrust Global Management GP LLC,
- [F5](Continued from Footnote 4) GH Onshore GP LLC and our Sponsor) of the Class A Common Stock held directly by the Sponsor. Gregg Hymowitz is the sole and managing member of GH Onshore GP LLC, which is the managing member of EnTrust Global Management GP LLC, and as a result, may be deemed to have shared beneficial ownership of the common stock held directly by the Sponsor. Each of EnTrust Global Management GP LLC, GH Onshore GP LLC and Gregg Hymowitz disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. An affiliate of GMF Capital has an approximately 50% membership interest in the Sponsor. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
- [F6]Mr. Hymowitz serves on the Board of Directors of the issuer (the "Board"). Solely for purposes of Section 16 of the Exchange Act, the reporting persons and their affiliates may be deemed to be directors-by-deputization as a result of the service of Mr. Hymowitz on the Board. For purposes of the exemption under Rule 16b-3 promulgated under the Exchange Act, the Board approved the acquisition of any direct or indirect pecuniary interest in any and all the shares reported hereby the reporting persons as a result of or in connection with the transactions reported in this Form 4.
Issuer
FLYEXCLUSIVE INC.
CIK 0001843973
Entity typeother
Related Parties
1- filerCIK 0001591141
Filing Metadata
- Form type
- 4
- Filed
- Dec 28, 7:00 PM ET
- Accepted
- Dec 29, 7:35 PM ET
- Size
- 36.7 KB