0001493152-24-022381.txt : 20240603
0001493152-24-022381.hdr.sgml : 20240603
20240603162139
ACCESSION NUMBER: 0001493152-24-022381
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240531
FILED AS OF DATE: 20240603
DATE AS OF CHANGE: 20240603
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chavez Manuel III
CENTRAL INDEX KEY: 0001879349
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40415
FILM NUMBER: 241013907
MAIL ADDRESS:
STREET 1: 250 E 5TH STREET, STE 2110
CITY: CINCINNATI
STATE: OH
ZIP: 45202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Mobile Infrastructure Corp
CENTRAL INDEX KEY: 0001847874
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
ORGANIZATION NAME: 05 Real Estate & Construction
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
ownership.xml
X0508
4
2024-05-31
0
0001847874
Mobile Infrastructure Corp
BEEP
0001879349
Chavez Manuel III
30 W. 4TH STREET
CINCINNATI
OH
45202
1
1
1
0
CEO
0
Performance Units
2024-05-31
4
D
0
1406250
D
Common Stock
1406250
0
D
Performance Units
2024-05-31
4
A
0
1406250
A
Common Stock
1406250
1406250
D
Represents unvested performance units of limited liability company interest ("Performance Units") in the Operating Company. Subject to the terms and conditions of the OC Agreement and the performance unit award agreement of the Reporting Person (the "Award Agreement"), Performance Units will vest following the achievement of certain performance objectives by the Reporting Person. Once vested, Performance Units are convertible into Common Units on a one-for-one basis, subject to any holding period. Unvested Performance Units will be forfeited upon the expiration of the pertinent performance period, as defined in the Award Agreement, unless the performance objectives of the Reporting Person are achieved during the applicable performance period. See Footnote (2) for capitalized terms not otherwise defined herein.
"Common Units" means common units of limited liability company interest in Mobile Infra Operating Company, LLC, a Delaware limited liability company (the "Operating Company"). Subject to the terms and conditions of the limited liability company agreement of the Operating Company (the "OC Agreement"), Common Units are redeemable and may be exchanged, without consideration, by the holder of such Common Units for an equivalent number of shares of common stock of the Issuer or for the cash value of such shares, at the discretion of the Issuer. Common Units do not have an expiration date.
These two reported transactions involved an amendment of unvested Performance Units, resulting in the deemed cancellation of the old Performance Units and the deemed grant of new Performance Units. The Performance Units were originally received on August 25, 2023. As amended, the Award Agreement provides that fifty percent (50%) of the Performance Units will vest if the aggregate volume-weighted average price per share of the Issuer's common stock for any 5-consecutive trading day period equals or exceeds $13.00 per share at any time on or prior to December 31, 2026. The remaining fifty percent (50%) of the Performance Units will vest if the aggregate volume-weighted average price per share of the Issuer's common stock for any 5-consecutive trading day period equals or exceeds $16.00 per share at any time on or prior to December 31, 2028.
/s/ Manuel Chavez, III
2024-06-03