0001213900-23-056008.txt : 20230710 0001213900-23-056008.hdr.sgml : 20230710 20230710213010 ACCESSION NUMBER: 0001213900-23-056008 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230629 FILED AS OF DATE: 20230710 DATE AS OF CHANGE: 20230710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sacks David O CENTRAL INDEX KEY: 0001891801 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40079 FILM NUMBER: 231081088 MAIL ADDRESS: STREET 1: 855 FRONT STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rumble Inc. CENTRAL INDEX KEY: 0001830081 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 851087461 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-938-5000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: CF Acquisition Corp. VI DATE OF NAME CHANGE: 20201027 3 1 ownership.xml X0206 3 2023-06-29 0 0001830081 Rumble Inc. RUM 0001891801 Sacks David O 444 GULF OF MEXICO DR LONGBOAT KEY FL 34228 1 0 0 0 Class A Common Stock, par value $0.0001 per share 803737 I See footnote Class A Common Stock, par value $0.0001 per share 10224 I See footnote Class A Common Stock, par value $0.0001 per share 246498 I See footnote Class A Common Stock, par value $0.0001 per share 25189 I See footnote Class A Common Stock, par value $0.0001 per share 517576 D Class A Common Stock, par value $0.0001 per share 99810 I See footnote Includes 264,853 shares of Class A Common Stock subject to the vesting and forfeiture requirements specified in the Business Combination Agreement, dated as of December 1, 2021, by and between CF Acquisition Corp. VI (n/k/a Rumble Inc.) and Rumble Inc. (n/k/a Rumble Canada Inc.) (the "Business Combination Agreement"). Represents shares held directly by Craft Ventures II, LP ("Craft Ventures II"). Craft Ventures GP II, LP ("Craft GP II") is the general partner of Craft GP II, and Mr. Sacks is a managing member of Craft GP II. Mr. Sacks disclaims beneficial ownership of these securities for purposes of Section 16 of the Exchange Act except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. Includes 3,369 shares of Class A Common Stock subject to the vesting and forfeiture requirements specified in the Business Combination Agreement. Represents shares held directly by Craft Ventures Affiliates II, LP ("Craft Affiliates"). Craft GP II is the general partner of Craft Affiliates. Mr. Sacks disclaims beneficial ownership of these securities for purposes of Section 16 of the Exchange Act except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. Includes 86,434 shares of Class A Common Stock that are issuable upon achievement of specified milestones pursuant to that certain Agreement and Plan of Merger, dated May 15, 2023, by and among Rumble, Inc., CallIn Corp. and certain other parties (the "CallIn Merger Agreement") Represents shares held directly by Craft Ventures III, LP ("Craft Ventures III"). Craft Ventures GP III, LP ("Craft GP III") is the general partner of Craft Ventures III and Mr. Sacks is a managing member of Craft GP III. Mr. Sacks disclaims beneficial ownership of these securities for purposes of Section 16 of the Exchange Act except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. All such shares of Class A Common Stock are issuable upon achievement of specified milestones pursuant to the CallIn Merger Agreement. Represents shares held directly by Craft Ventures Partners III, LLC ("Craft Partners III"). Mr. Sacks is the sole member of Craft Partners III. Mr. Sacks disclaims beneficial ownership of these securities for purposes of Section 16 of the Exchange Act except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. Includes 33,270 shares of Class A Common Stock held by each of the Sacks Family 2021 Irrevocable Trust fbo Leighton Natalee Sacks, the Sacks Family 2021 Irrevocable Trust fbo Reagan Nicolette Sacks and Sacks Family 2021 Irrevocable Trust fbo Xavier Xander Sacks. Mr. Sacks disclaims beneficial ownership of these securities for purposes of Section 16 of the Exchange Act except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. Exhibit 24 - Power of Attorney /s/ Sergey Milyukov, as Attorney-in-Fact 2023-07-10 EX-24 2 ea181485ex24_rumble.htm POWER OF ATTORNEY

Exhibit 24

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints Michael Ellis and Sergey Milyukov, signing singly, as the undersigned’s true and lawful attorney-in-fact to:

(1)

execute for and on behalf of the undersigned, in the undersigned’s capacity as an executive officer and/or director of Rumble Inc. (the “Company”), a Form ID, Forms 3, 4, 5, 13D, and 13G, as applicable, and any other documents necessary to facilitate the filing of reports in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, Forms 3, 4, 5, 13D and 13G, as applicable, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact and subject to prior notice to the undersigned or undersigned’s counsel, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion in accordance with the foregoing.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing necessary to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form ID, Forms 3, 4, 5, 13D and 13G, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 29th day of June, 2023.

/s/ David Sacks

Signature

Printed Name: David Sacks