Courtney Robinson - Dec 14, 2023 Form 4 Insider Report for 7GC & Co. Holdings Inc. (BNZI)

Role: Director
Signature: /s/ Courtney Robinson
Stock symbol: BNZI
Transactions as of: Dec 14, 2023
Transactions value $: $0
Form type: 4
Date filed: 12/18/2023, 09:06 PM
Next filing: Apr 29, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BNZI	Class A Common Stock	Options Exercise		+25K			25K	Dec 14, 2023	Direct	F1, F2, F3, 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
transaction	BNZI	Class B Common Stock	Options Exercise	$0	-25K	-100%	$0.00^*	0	Dec 14, 2023	Class A Common Stock	25K		Direct	F1, F2, F3, F4, F5

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

Courtney Robinson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger and Reorganization, dated as of December 8, 2022 (as amended, the "Merger Agreement"), by and among 7GC & Co. Holdings Inc., a Delaware corporation (the "Issuer"), Banzai International, Inc., a Delaware corporation ("Banzai"), 7GC Merger Sub I, Inc., a Delaware corporation and an indirect wholly owned subsidiary of the Issuer ("First Merger Sub"), and 7GC Merger Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Issuer ("Second Merger Sub"), on December 14, 2023 (the "Closing"), (i) First Merger Sub merged with and into Banzai (the "First Merger"), with Banzai surviving the First Merger as an indirect wholly owned subsidiary of the Issuer (the "Surviving Corporation"), and, (Continued in following footnote)
F2	(Continued from prior footnote) (ii) immediately following the First Merger, the Surviving Corporation merged with and into Second Merger Sub (the "Second Merger"), with the Second Merger Sub surviving the Second Merger as a direct wholly owned subsidiary of the Issuer. At the Closing, the Issuer was renamed to Banzai International, Inc.
F3	At the Closing, these shares of Class B common stock of the Issuer ("Class B Common Stock") were automatically converted into the shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis.
F4	The shares of Class B Common Stock were automatically convertible into shares of Class A Common Stock at the time of the Issuer's initial business combination and had no expiration date.
F5	In light of the Reporting Person's membership interest in 7GC & Co. Holdings LLC, the Reporting Person also has an indirect but nonreportable pecuniary interest in certain shares of Class A Common Stock and Class B Common Stock held directly by 7GC & Co. Holdings LLC, over which the Reporting Person does not have voting or dispositive control.