0000950170-24-059911.txt : 20240514
0000950170-24-059911.hdr.sgml : 20240514
20240514191743
ACCESSION NUMBER: 0000950170-24-059911
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240510
FILED AS OF DATE: 20240514
DATE AS OF CHANGE: 20240514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Katmandu Ventures, LLC
CENTRAL INDEX KEY: 0001995584
ORGANIZATION NAME:
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41833
FILM NUMBER: 24946497
BUSINESS ADDRESS:
STREET 1: 3420 PUMP RD. #127
CITY: HENRICO
STATE: VA
ZIP: 23233
BUSINESS PHONE: 804-317-1780
MAIL ADDRESS:
STREET 1: 3420 PUMP RD. #127
CITY: HENRICO
STATE: VA
ZIP: 23233
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Markey Jill K.
CENTRAL INDEX KEY: 0002011486
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41833
FILM NUMBER: 24946496
MAIL ADDRESS:
STREET 1: 4900 PATTERSON AVE
CITY: RICHMOND
STATE: VA
ZIP: 23226
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Falcon's Beyond Global, Inc.
CENTRAL INDEX KEY: 0001937987
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990]
ORGANIZATION NAME: 07 Trade & Services
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1768 PARK CENTER DRIVE
CITY: ORLANDO
STATE: FL
ZIP: 32835
BUSINESS PHONE: 407-909-9350
MAIL ADDRESS:
STREET 1: 1768 PARK CENTER DRIVE
CITY: ORLANDO
STATE: FL
ZIP: 32835
FORMER COMPANY:
FORMER CONFORMED NAME: Falcons Beyond Global, Inc.
DATE OF NAME CHANGE: 20220713
4
1
ownership.xml
4
X0508
4
2024-05-10
0001937987
Falcon's Beyond Global, Inc.
FBYD
0001995584
Katmandu Ventures, LLC
3420 PUMP RD #348
HENRICO
VA
23233
false
false
true
false
0002011486
Markey Jill K.
3420 PUMP RD #348
HENRICO
VA
23233
false
false
true
false
false
Class B Common Stock
2024-05-10
4
J
false
2918750
0
D
30474665
D
Reflects the forfeiture on May 10, 2024 due to failure to meet earnuot targets of 2,918,750 earnout common units ("Common Units") of Falcon's Beyond Global, LLC, a subsidiary of Falcon's Beyond Global, Inc. (the "Issuer") and the corresponding shares of the Issuer's non-economic voting Class B common stock ("Class B Common Stock") previously issued in connection with the Business Combination by and among the Issuer, Falcon's Beyond Global LLC and the other parties thereto. On May 10, 2024, the Reporting Persons were also notified that 1,142,946 Earnout Securities (as defined below) were earned in connection with the satisfaction of certain earnout targets, which securities are subject to an additional 1-year lock-up period following their release from escrow.
Represents securities held by Katmandu Ventures, LLC ("Katmandu"). Jill K. Markey is the manager of Katmandu.
Holders of Common Units have the right to cause Falcon's Beyond Global, LLC to redeem such Common Units in whole or in part, for an equal number of shares of Class A common stock ("Class A Common Stock"), or cash (at the Issuer's option) and the corresponding shares of Class B Common Stock will be canceled, as described in the Issuer's Registration Statement on Form S-4 (File No. 333-269778) (the "Registration Statement").
Includes (i) 12,245,469 Common Units and an equal number of shares of Class B Common Stock which are not subject to transfer restriction, (ii) 1,142,946 Common Units and an equal number of shares of Class B Common Stock subject to an additional 1-year lock-up from the date such securities are earned, released and delivered from escrow to Katmandu pursuant to an agreement between Katmandu and the Issuer, and (iii) 17,086,250 Common Units and an equal number of shares of Class B Common Stock ("Earnout Securities") that are subject to earnout and are being held in an escrow account for the benefit of Katmandu, and which will be released to Katmandu, if at all, upon the satisfaction of certain milestones described in the Registration Statement.
(continued from footnote (4) Katmandu's right to receive such securities upon satisfaction of the earnout conditions became fixed and irrevocable effective as of October 6, 2023. Once such securities are earned, released and delivered from escrow to Katmandu, such securities shall be subject to an additional 1-year lock-up pursuant to an agreement between Katmandu and the Issuer.
This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, that the Reporting Persons are subject to Section 16 of the Exchange Act. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Exchange Act, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Katmandu Ventures, LLC, By: /s/ Jill K. Markey, Name: Jill K. Markey, Title: Manager
2024-05-14
/s/ Jill K. Markey
2024-05-14