SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Infinite Acquisitions Partners LLC

(Last)

(First)

(Middle)

3420 PUMP ROAD #356

(Street)

HENRICO

23233

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/06/2023

3. Issuer Name and Ticker or Trading Symbol
Falcon's Beyond Global, Inc. [ FBYD ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	225,000	D⁽⁶⁾
Class B Common Stock	22,272,939⁽¹⁾	D⁽⁶⁾
Class B Common Stock	33,266,608⁽¹⁾	D⁽⁶⁾
Class B Common Stock	5,270,240⁽¹⁾	D⁽⁶⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units of Falcon's Beyond Global, LLC	⁽¹⁾⁽²⁾	⁽³⁾	Class A Common Stock	22,272,939⁽¹⁾	$0.00⁽¹⁾	D⁽⁶⁾
Common Units of Falcon's Beyond Global, LLC	⁽¹⁾⁽²⁾⁽⁴⁾	⁽³⁾	Class A Common Stock	33,266,608⁽¹⁾	$0.00⁽¹⁾	D⁽⁶⁾
Common Units of Falcon's Beyond Global, LLC	⁽¹⁾⁽⁵⁾	⁽³⁾	Class A Common Stock	5,270,240⁽¹⁾	$0.00⁽¹⁾	D⁽⁶⁾

Explanation of Responses:

1. The Reporting Person owns common units ("Common Units") of Falcon's Beyond Global, LLC ("Falcon's LLC"), a subsidiary of Falcon's Beyond Global, Inc. (the "Issuer"), and an equal number of shares of the Issuer's non-economic voting Class B common stock, par value $0.0001 per share ("Class B Common Stock").

2. Following the waiver or expiration of a lock-up period, the Reporting Person will have the right to cause Falcon's LLC to redeem such Common Units in whole or in part, for an equal number of shares of the Issuer's 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").

3. The Common Units and Class B Common Stock do not expire.

4. Reflects Common Units and an equal number of shares of Class B Common Stock that are subject to earnout and are being held in an escrow account for the benefit of the Reporting Person. Such units and shares will be released to the Reporting Person, if at all, upon the satisfaction of certain milestones described in the Registration Statement. The Reporting Person's right to receive such units and shares upon satisfaction of the earnout conditions became fixed and irrevocable on October 6, 2023. Additionally, once such Common Units and shares of Class B Common Stock are earned, released and delivered from escrow to the Reporting Person, such units and shares shall be subject to an additional 1-year lock-up pursuant to an agreement between the Reporting Person and the Issuer.

5. Such Common Units and shares of Class B Common Stock are not subject to lock-up, and accordingly, the Reporting Person has the right to cause Falcon's LLC to redeem its Common Units in whole or in part at any time and from time to time.

6. The Reporting Person is controlled by its general partner, Erudite Cria, Inc. ("Infinite GP"). Investment and voting decisions at Infinite GP with respect to the securities held by the Reporting Person are made by the board of directors of Infinite GP. Each director has one vote on all matters presented to the board of Infinite GP, except that the chairman of the board of directors, Lucas Demerau, has two votes on all matters presented to the board of Infinite GP. Therefore, no individual director of Infinite GP is the beneficial owner, for purposes of the federal securities laws, of the securities held by the Reporting Person. Each of Infinite GP and the directors of Infinite GP disclaim beneficial ownership over such securities except to the extent of their individual pecuniary interest therein.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Melissa Curvino, by power of attorney	10/06/2023
	** 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 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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