0000899243-23-018477.txt : 20230825 0000899243-23-018477.hdr.sgml : 20230825 20230825182326 ACCESSION NUMBER: 0000899243-23-018477 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230825 FILED AS OF DATE: 20230825 DATE AS OF CHANGE: 20230825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mykhaylovskyy Andriy CENTRAL INDEX KEY: 0001844118 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40415 FILM NUMBER: 231209632 MAIL ADDRESS: STREET 1: 6060 CENTER DRIVE 10TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90045 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mobile Infrastructure Corp CENTRAL INDEX KEY: 0001847874 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981583957 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 30 W. 4TH STREET CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: (513) 834-5110 MAIL ADDRESS: STREET 1: 30 W. 4TH STREET CITY: CINCINNATI STATE: OH ZIP: 45202 FORMER COMPANY: FORMER CONFORMED NAME: Fifth Wall Acquisition Corp. III DATE OF NAME CHANGE: 20210224 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-25 0 0001847874 Mobile Infrastructure Corp BEEP 0001844118 Mykhaylovskyy Andriy C/O FIFTH WALL ACQUISITION CORP. III 6060 CENTER DRIVE, 10TH FLOOR LOS ANGELES CA 90045 0 0 1 0 0 Common Stock 2023-08-25 4 C 0 6655000 0.00 A 7562000 I By Fifth Wall Acquisition Sponsor III LLC Common Stock 2023-08-25 4 J 0 4755000 D 2807000 I By Fifth Wall Acquisition Sponsor III LLC Class B Ordinary Shares 2023-08-25 4 J 0 100000 0.00 D Class A Ordinary Shares 100000 6655000 I By Fifth Wall Acquisition Sponsor III LLC Class B Ordinary Shares 2023-08-25 4 C 0 6655000 0.00 D Class A Ordinary Shares 6655000 0 I By Fifth Wall Acquisition Sponsor III LLC Issuer's Class B Ordinary Shares are automatically convertible into shares of the Issuer's Class A Ordinary Shares at the time of the Issuer's initial business combination or earlier at the option of the holders thereof, in either case on a one-for-one basis, subject to certain adjustments, and had no expiration date. The Issuer consummated its initial business combination on August 25, 2023, whereby, among other things, the Issuer's Class B Ordinary Shares converted into Class A Ordinary Shares which were redesignated as Common Stock. Fifth Wall Acquisition Sponsor III LLC ("Sponsor"), is the record holder of the shares reported herein. Sponsor is governed by two managers, Messr. Andriy Mykhaylovskyy and Brendan Wallace, each with shared voting and investment power over the shares held by Sponsor. Each of Messr. Andriy Mykhaylovskyy and Brendan Wallace disclaim beneficial ownership of the shares held by Sponsor except to the extent of their pecuniary interest therein. Pursuant to that certain Second Amended and Restated Sponsor Agreement, dated June 15, 2023, by and among Issuer, Sponsor, and certain other parties thereto, Sponsor forfeited 4,755,000 shares of Common Stock to the Issuer for no consideration immediately following the conversion of Issuer's Class B Ordinary Shares in connection with the initial business combination. Pursuant to that certain Sponsor Letter Agreement, dated August 25, 2023, by and among Issuer, Sponsor and Mobile Infrastructure Corporation, Sponsor forfeited 100,000 Class B Ordinary Shares to the Issuer for no consideration immediately prior to the consummation of the initial business combination. /s/ Andriy Mykhaylovskyy 2023-08-25