Erika Nolan - Nov 20, 2024 Form 3 Insider Report for MARKETWISE, INC. (MKTW)

Role: 10%+ Owner
Signature: /s/ Erika Nolan
Stock symbol: MKTW
Transactions as of: Nov 20, 2024
Transactions value $: $0
Form type: 3
Date filed: 11/22/2024, 11:55 AM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	MKTW	Class B Common Stock						119M	Nov 20, 2024	By Monument & Cathedral Holdings, LLC	F1

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	MKTW	Common Units							Nov 20, 2024	Class A Common Stock	119M		By Monument & Cathedral Holdings, LLC	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	The securities are held of record by Monument & Cathedral Holdings, LLC ("Monument & Cathedral"). On November 20, 2024, Erika Nolan was appointed President of Cobblestone Publishing, Inc., which is the sole manager of Monument & Cathedral. As a result, Ms. Nolan may be deemed to beneficially own the securities held of record by Monument & Cathedral. Ms. Nolan disclaims ownership of such securities except to the extent of her pecuniary interest therein.
F2	The Common Units are redeemable by Monument & Cathedral for, at the election of the Issuer, newly-issued Class A common Stock on a one-for-one basis or a cash payment equal to the volume weighted average market price of one share of Class A Common Stock for each Common Unit redeemed. Upon the redemption of any Common Units, a number of shares of Class B Common Stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.
F3	Represents (i) 112,807,518 Common Units received by Monument & Cathedral as consideration for LLC units of MarketWise, LLC in connection with the Business Combination Agreement, as defined and described in the Issuer's prospectus filed with the Securities and Exchange Commission on July 1, 2021, and (ii) 6,311,026 Common Units received by Monument & Cathedral on August 31, 2023 pursuant to a settlement agreement with Frank Porter Stansberry, dated June 21, 2023, in consideration for the release and discharge of Mr. Stansberry's obligations to pay the aggregate amount of $12,622,052.01 under promissory notes issued by Mr. Stansberry for the benefit of Monument & Cathedral, dated May 1, 2015 and July 1, 2020, in the principal amounts of $8,000,000 and $3,000,000 respectively.
F4	Upon the redemption of any Common Units, a number of shares of Class B Common Stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.