Spark Management Partners II, LLC - May 25, 2021 Form 3 Insider Report for Flywire Corp (FLYW)

Role: 10%+ Owner
Signature: Spark Growth Management Partners, LLC, /s/ Alex Finkelstein, Managing Member
Stock symbol: FLYW
Transactions as of: May 25, 2021
Transactions value $: $0
Form type: 3
Date filed: 5/25/2021, 08:34 PM
Next filing: May 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	FLYW	Class A Common Stock						627	May 25, 2021	See footnote	F1, F2
holding	FLYW	Class A Common Stock						6.72K	May 25, 2021	See footnote	F1, F3
holding	FLYW	Class A Common Stock						679K	May 25, 2021	See footnote	F1, F4
holding	FLYW	Class A Common Stock						95.9K	May 25, 2021	See footnote	F1, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	FLYW	Series A Preferred Stock							May 25, 2021	Class A Common Stock	53.3K		See footnote	F1, F2, F6
holding	FLYW	Series A Preferred Stock							May 25, 2021	Class A Common Stock	8.14M		See footnote	F1, F5, F6
holding	FLYW	Series B-1 Preferred Stock							May 25, 2021	Class A Common Stock	7.36K		See footnote	F1, F2, F6
holding	FLYW	Series B-1 Preferred Stock							May 25, 2021	Class A Common Stock	1.13M		See footnote	F1, F5, F6
holding	FLYW	Series B Preferred Stock							May 25, 2021	Class A Common Stock	15.9K		See footnote	F1, F2, F6
holding	FLYW	Series B Preferred Stock							May 25, 2021	Class A Common Stock	2.44M		See footnote	F1, F5, F6
holding	FLYW	Series C Preferred Stock							May 25, 2021	Class A Common Stock	20K		See footnote	F1, F2, F6
holding	FLYW	Series C Preferred Stock							May 25, 2021	Class A Common Stock	3.05M		See footnote	F1, F5, F6
holding	FLYW	Series F-1 Preferred Stock							May 25, 2021	Class A Common Stock	309		See footnote	F1, F2, F6
holding	FLYW	Series F-1 Preferred Stock							May 25, 2021	Class A Common Stock	3.53K		See footnote	F1, F3, F6
holding	FLYW	Series F-1 Preferred Stock							May 25, 2021	Class A Common Stock	357K		See footnote	F1, F4, F6
holding	FLYW	Series F-1 Preferred Stock							May 25, 2021	Class A Common Stock	47.3K		See footnote	F1, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Immediately prior to the closing of the initial public offering of the Issuer's Common Stock, each share of Class A Common Stock will be reclassified into one share of Voting Common Stock and each share of Class B Common Stock will be reclassified into one share of Non-Voting Common Stock (the "Reclassification").
F2	These shares are held of record by Spark Capital Founders' Fund II, L.P. ("Spark Capital FF II"). Spark Management Partners II, LLC ("SMP II") is the general partner of Spark Capital FF II. Paul Conway, Bijan Sabet, Santo Politi, and Alexander J, Finkelstein, a member of the Issuer's board of directors (the "Managing Members") are the managing members of SMP II. Each of the Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SMP II and the Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F3	These shares are held of record by Spark Capital Growth Founders' Fund, L.P. ("Spark Capital Growth FF"). Spark Growth Management Partners, LLC ("SGMP") is the general partner of Spark Capital Growth FF. The Managing Members are the managing members of SGMP. Each of the Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SGMP and the Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F4	These shares are held of record by Spark Capital Growth Fund, L.P. ("Spark Capital Growth"). SGMP is the general partner of Spark Capital Growth. The Managing Members are the managing members of SGMP. Each of the Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SGMP and the Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F5	These shares are held of record by Spark Capital II, L.P. ("Spark Capital II"). SMP II is the general partner of Spark Capital II. The Managing Members are the managing members of SMP II. Each of the Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SMP II and the Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
F6	Each share of the Issuer's Series A, Series B, Series B-1, Series C, Series D, Series E-1 and Series F-1 Preferred Stock are convertible into Class A Common Stock on a 1 for 1 basis at the holder's election and will automatically convert immediately prior to the Reclassification and each share of the Issuer's Series E-2 Preferred Stock convertible into Class B Common Stock on a 1 for 1 basis at the holder's election and will automatically convert immediately prior to the Reclassification. These shares have no expiration date.