Arena Fortify Sponsor LLC - Dec 20, 2022 Form 4 Insider Report for Arena Fortify Acquisition Corp. (AFAC)

Role
Director, Other*, 10%+ Owner
Signature
Arena Fortify Sponsor LLC, By: /s/ Kieran Goodwin, Name: Kieran Goodwin, Title: Manager
Stock symbol
AFAC
Transactions as of
Dec 20, 2022
Transactions value $
$0
Form type
4
Date filed
12/20/2022, 04:00 PM
Previous filing
Nov 9, 2021

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
transaction AFAC Class B Common stock Disposed to Issuer $0 -3.59M -100% $0.00* 0 Dec 20, 2022 Class A common stock 3.59M Direct F1, F2
transaction AFAC Class B common stock Disposed to Issuer $0 -37.5K -100% $0.00* 0 Dec 20, 2022 Class A common stock 37.5K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Arena Fortify Sponsor LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The shares of Class B common stock ("Class B Shares") would have automatically converted into shares of the Issuer's Class A common stock at the time of the Issuer's initial business combination, or earlier at the option of the subject holder, on a one-for-one basis, with no expiration date.
F2 In connection with the liquidation and dissolution of the Issuer, Arena Fortify Sponsor LLC ("Sponsor") surrendered to the Issuer, for no consideration, 3,591,000 Class B Shares directly held by Sponsor. Kieran Goodwin is the president and manager of Sponsor, and had sole voting and dispositive power over the securities of the Issuer surrendered by Sponsor, and therefore may have been deemed to have had beneficial ownership of the securities of the Issuer held directly by Sponsor. Mr. Goodwin disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F3 In connection with the liquidation and dissolution of the Issuer, each of James Crockard III and Marc McCarthy surrendered to the Issuer, for no consideration, 18,750 Class B Shares directly held by such reporting persons.

Remarks:

This "Exit" Form 4 is filed to report that, following the Issuer's dissolution on December 20, 2022, each of the Reporting Persons is no longer subject to Section 16 reporting.