Tillman's Corner Trust - 06 Nov 2023 Form 4 Insider Report for Falcon's Beyond Global, Inc. (FBYD)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
13 Feb 2024, 17:19:19 UTC
Prior SEC filing
13 Feb 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Tillman's Corner Trust, By: /s/ Christine E. Zellar-Church, Name: Christine E. Zellar-Church, Title: Trustee

Key filing fact

Tillman's Corner Trust filed Form 4 for Falcon's Beyond Global, Inc. (FBYD) on 13 Feb 2024.

Key facts

  • This page summarizes Tillman's Corner Trust's Form 4 filing for Falcon's Beyond Global, Inc. (FBYD).
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 13 Feb 2024, 17:19.

Change

  • Previous filing in this sequence was filed on 13 Feb 2024.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

FBYD transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+37,022
Change %
+1.9%
Price
Shares after
2,026,444
Date
06 Nov 2023
Ownership
Direct
Footnotes
F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

FBYD transaction Derivative

8% Series A Cumulative Convertible Preferred Stock

Conversion of derivative security

Transaction value
$0
Shares
-40,725
Change %
-100%
Price
$0.000000*
Shares after
0
Date
06 Nov 2023
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
37,022
Exercise price
$0.9091
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On November 3, 2023, the audit committee of the board of directors of Falcon's Beyond Global, Inc. (the "Issuer") determined that the volume weighted average closing price of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock"), exceeded $14.30 for 20 trading days during a period of 30 consecutive trading days. Accordingly, on November 6, 2023, pursuant to the terms of the Certificate of Designation of Series A Preferred Stock ("Certificate of Designation"), all 8% Series A Cumulative Convertible Preferred Stock ("Series A Preferred Stock") held by the Reporting Persons were automatically converted into shares of Class A Common Stock at a conversion rate of 0.90909 shares of Class A Common Stock for each share of Series A Preferred Stock in accordance with the Certificate of Designation. Cash was paid in lieu of fractional shares in accordance with the terms of the Series A Preferred Stock.

Footnote F2

Represents securities held by Tillman's Corner Trust, of which Christine E. Zellar-Church is the trustee.

Footnote F3

The Series A Preferred Stock was convertible at any time at the election of the holder into shares of Class A Common Stock at a conversion rate of 0.90909 shares of Class A Common Stock for each share of Series A Preferred Stock in accordance with the Certificate of Designation, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like (the "Conversion Rate"), subject to an automatic conversion at the then applicable Conversion Rate, without any action on the part of the holder, in the event the volume weighted average closing price of Class A Common Stock exceeds $14.30 for at least 20 trading days during a period of 30 consecutive trading days.

SEC remarks

Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

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