4//SEC Filing
Schreiber Garrett 4
Accession 0001213900-24-042343
CIK 0001937987other
Filed
May 12, 8:00 PM ET
Accepted
May 13, 4:29 PM ET
Size
12.3 KB
Accession
0001213900-24-042343
Insider Transaction Report
Form 4
FAST Sponsor II LLC
10% Owner
Transactions
- Other
Class A Common Stock
2024-05-10+112,500→ 3,066,544 total - Other
Class A Common Stock
2024-05-10−187,500→ 3,066,544 total
FAST Sponsor II Manager LLC
10% Owner
Transactions
- Other
Class A Common Stock
2024-05-10−187,500→ 3,066,544 total - Other
Class A Common Stock
2024-05-10+112,500→ 3,066,544 total
Schreiber Garrett
10% Owner
Transactions
- Other
Class A Common Stock
2024-05-10−187,500→ 3,066,544 total - Other
Class A Common Stock
2024-05-10+112,500→ 3,066,544 total
Footnotes (5)
- [F1]Reflects the forfeiture of 187,500 Earnout Shares (as defined below) previously issued in connection with the Business Combination by and among the Issuer (f/k/a FAST Acquisition Corp. II), Falcon's Beyond Global LLC and the other parties thereto (the "Business Combination"). The Earnout Shares were forfeited on May 10, 2024 because certain earnout targets were not achieved.
- [F2]The reported acquisition reflects 112,500 Earnout Shares previously issued in connection with the Business Combination. The Earnout Shares were released to the Reporting Person on May 10, 2024 because certain earnout targets were achieved.
- [F3]Includes beneficial ownership of 862,500 shares of Class A Common Stock (the "Earnout Shares") held in escrow pending the achievement of certain earnout targets. The Reporting Person holds voting rights with respect to the escrowed Earnout Shares but has entered into a stockholder agreement with the Issuer pursuant to which the Reporting Person agreed to vote or cause to be voted all such Earnout Shares held for the Reporting Person's benefit in escrow for or against, to be not voted, or to abstain, in the same proportion as the shares held by the holders of the Issuer's common stock as a whole are voted for or against, not voted, or abstained on any matter.
- [F4]The number of Earnout Shares issuable pursuant to the earn-out right was determined on October 6, 2023, pursuant to a formula set forth in an earnout escrow agreement entered by and among the Issuer, the Reporting Person and other parties thereto (the "Earnout Escrow Agreement"). The market price of the Issuer's Class A Common Stock was $17.40 on the date the Earnout Escrow Agreement was effective.
- [F5]The Reporting Person is the record holder of the securities reported herein. FAST Sponsor II Manager LLC ("Manager") is the manager of the Reporting Person and has voting and investment discretion with the respect to the common stock held of record by the Reporting Person. Garrett Schreiber is the sole member of Manager and has voting and investment discretion with respect to the securities held of record by the Reporting Person. Mr. Schreiber disclaims any beneficial ownership of the securities held by the Reporting Person, except to the extent of his pecuniary interest therein.
Documents
Issuer
Falcon's Beyond Global, Inc.
CIK 0001937987
Entity typeother
Related Parties
1- filerCIK 0001820189
Filing Metadata
- Form type
- 4
- Filed
- May 12, 8:00 PM ET
- Accepted
- May 13, 4:29 PM ET
- Size
- 12.3 KB