SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
FAST Sponsor II LLC

(Last) (First) (Middle)
109 OLD BRANCHVILLE ROAD

(Street)
RIDGEFIELD CT 06877

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Falcon's Beyond Global, Inc. [ FBYD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/06/2023 X(1) 861,544 A (1) 3,274,044(2) D(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Private Placement Warrants ("Warrants") (1) 11/06/2023 X(1) 2,882,245 11/06/2023 (4) Class A Common Stock(5) 861,544(6) $0 0 D(3)
1. Name and Address of Reporting Person*
FAST Sponsor II LLC

(Last) (First) (Middle)
109 OLD BRANCHVILLE ROAD

(Street)
RIDGEFIELD CT 06877

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FAST Sponsor II Manager LLC

(Last) (First) (Middle)
109 OLD BRANCHVILLE ROAD

(Street)
RIDGEFIELD CT 06877

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Schreiber Garrett

(Last) (First) (Middle)
109 OLD BRANCHVILLE ROAD

(Street)
RIDGEFIELD CT 06877

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. On November 6, 2023 the reporting persons sent a notice of exercise to Continental Stock Transfer & Trust Company (the "Warrant Agent") exercising all of the Warrants of Falcon's Beyond Global, Inc. (the "Issuer") held by the reporting persons on a cashless basis pursuant to Section 3.3.1(c) of the Second Amended and Restated Warrant Agreement, dated as of November 3, 2023 (the "Warrant Agreement"), by and between the Issuer and the Warrant Agent, included as Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed with the SEC on November 6, 2023. The reporting person did not receive confirmation from the Warrant Agent that the exercise was effective and the 861,544 shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), were issued until December 4, 2023.
2. Includes beneficial ownership of 1,162,500 shares of Class A Common Stock (the "Earnout Shares") held in escrow pending the achievement of certain earnout targets. FAST Sponsor II LLC ("Sponsor") holds voting rights with respect to the escrowed Earnout Shares but has entered into a stockholder agreement with the Issuer pursuant to which the Sponsor agreed to vote or cause to be voted all such Earnout Shares held for the Sponsor'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.
3. Sponsor is the record holder of the securities reported herein. FAST Sponsor II Manager LLC ("Manager") is the manager of Sponsor and has voting and investment discretion with the respect to the common stock held of record by Sponsor. Garrett Schreiber is the sole member of Manager and has voting and investment discretion with respect to the securities held of record by Sponsor. Mr. Schreiber disclaims any beneficial ownership of the securities held by Sponsor, except to the extent of his pecuniary interest therein.
4. The expiration date for the Warrants reported herein is the earlier to occur of (x) 5:00 p.m., New York City time, on October 5, 2028 and (y) the Redemption Date (as defined in the Warrant Agreement).
5. The Warrants reported herein were initially exercisable for (i) 0.580454 shares of Class A Common Stock and (ii) one half of one share of Series A Preferred Stock of the Issuer (the "Preferred Stock"). Prior to the occurrence of the transactions reported herein, all outstanding shares of Preferred Stock automatically converted into shares of Class A Common Stock at a conversion rate of 0.90909 shares of Class A Common Stock for each share of Preferred Stock. As a result, each Warrant became exercisable for 1.034999 shares of Class A Common Stock.
6. Represents the number of shares of Class A Common Stock for which the Warrants were exercisable on a cashless basis on November 6, 2023.
FAST Sponsor II LLC By: FAST Sponsor II Manager LLC, its manager /s/ Garrett Schreiber Title: Sole Member 12/04/2023
FAST Sponsor II Manager LLC /s/ Garrett Schreiber Title: Sole Member 12/04/2023
/s/ Garrett Schreiber 12/04/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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