Fifth Wall Acquisition Sponsor III, LLC - Aug 25, 2023 Form 4 Insider Report for Mobile Infrastructure Corp (BEEP)

Role
10%+ Owner
Signature
/s/ Andriy Mykhaylovskyy, Manager
Stock symbol
BEEP
Transactions as of
Aug 25, 2023
Transactions value $
$0
Form type
4
Date filed
8/25/2023, 06:25 PM
Previous filing
Aug 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BEEP Common Stock Conversion of derivative security $0 +6.66M +733.74% $0.00 7.56M Aug 25, 2023 Direct F1, F2
transaction BEEP Common Stock Other -4.76M -62.88% 2.81M Aug 25, 2023 Direct F2, F3

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 BEEP Class B Ordinary Shares Other $0 -100K -1.48% $0.00 6.66M Aug 25, 2023 Class A Ordinary Shares 100K Direct F1, F2, F4
transaction BEEP Class B Ordinary Shares Conversion of derivative security $0 -6.66M -100% $0.00* 0 Aug 25, 2023 Class A Ordinary Shares 6.66M Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Issuer's Class B Ordinary Shares are automatically convertible into shares of the Issuer's Class A Ordinary Shares at the time of the Issuer's initial business combination or earlier at the option of the holders thereof, in either case on a one-for-one basis, subject to certain adjustments, and had no expiration date. The Issuer consummated its initial business combination on August 25, 2023, whereby, among other things, the Issuer's Class B Ordinary Shares converted into Class A Ordinary Shares which were redesignated as Common Stock.
F2 Fifth Wall Acquisition Sponsor III LLC ("Sponsor"), is the record holder of the shares reported herein. Sponsor is governed by two managers, Messr. Andriy Mykhaylovskyy and Brendan Wallace, each with shared voting and investment power over the shares held by Sponsor. Each of Messr. Andriy Mykhaylovskyy and Brendan Wallace disclaim beneficial ownership of the shares held by Sponsor except to the extent of their pecuniary interest therein.
F3 Pursuant to that certain Second Amended and Restated Sponsor Agreement, dated June 15, 2023, by and among Issuer, Sponsor, and certain other parties thereto, Sponsor forfeited 4,755,000 shares of Common Stock to the Issuer for no consideration immediately following the conversion of Issuer's Class B Ordinary Shares in connection with the initial business combination.
F4 Pursuant to that certain Sponsor Letter Agreement, dated August 25, 2023, by and among Issuer, Sponsor and Mobile Infrastructure Corporation, Sponsor forfeited 100,000 Class B Ordinary Shares to the Issuer for no consideration immediately prior to the consummation of the initial business combination.