Transaction #23961 · Form 4 · 0001193125-25-329248

Falcon's Beyond Global, Inc. · Other acquisition · Class A Common Stock

Falcon's Beyond Global, Inc. · Transacted December 18, 2025 · Filed December 22, 2025

Original SEC filing ↗

What does this filing report?

An SEC Form 4 filing for Falcon's Beyond Global, Inc. records an other acquisition involving Class A Common Stock on December 18, 2025. The reported quantity was 350,000. The filing date is December 22, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Transaction details

Company CIK
0001937987
Security type
Non-derivative
Acquisition type
Other acquisition · Code J
Quantity acquired
350,000
Reported price
Not reported · See footnotes
Reference value
Not reported
Currency
Currency not specified
Ownership
Direct
Holdings after transaction
2,445,087
Ownership description
Not reported
SEC acceptance time
Dec 22, 2025, 9:08 PM EST
10b5-1 indication
Not indicated

Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.

Reporting owners

These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.

Company listings

FBYD · NasdaqFBYDP · NasdaqFBYDW · Nasdaq

This transaction is not mapped to a specific company listing.

Filing footnotes & remarks

F1
Represents securities held by Katmandu Ventures, LLC ("Katmandu"). Jill K. Markey is the manager of Katmandu.
F2
Holders of common units ("Common Units") of Falcon's Beyond Global, LLC ("Falcon's LLC"), a subsidiary of Falcon's Beyond Global, Inc. (the "Issuer"), have the right to cause Falcon's LLC to redeem such Common Units in whole or in part, for an equal number of shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock"), or cash (at the Issuer's option) and the corresponding shares of the Issuer's non-economic voting Class B common stock, par value $0.0001 per share ("Class B Common Stock"), will be canceled, as described in the Issuer's Registration Statement on Form S-4 (File No. 333-269778) (the "Registration Statement").
F3
On December 18, 2025, Katmandu effected the redemption of 350,000 shares of its Common Units, resulting in the delivery of an equal number of shares of Class A Common Stock and the cancellation of the corresponding shares of Class B Common Stock.
F4
This amount reflects an adjustment to account for the Issuer's stock dividend effective as of December 17, 2024, which paid 0.2 shares of Class A Common Stock per share held and 0.2 shares of Class B Common Stock (and an equivalent number of Common Units) per share held, as applicable. The acquisition of such shares was exempt under Rule 16a-9 under the Exchange Act (as defined below). Shares held in escrow (as described below) were not entitled to receive this dividend.
F5
Represents (i) 15,716,097 Common Units and an equal number of shares of Class B Common Stock which are not subject to transfer restriction, (ii) 4,875,000 Common Units and an equal number of shares of Class B Common Stock which were received on December 12, 2025 upon the satisfaction of certain earnout targets and are subject to an additional 1-year lockup from the date such securities were earned, and (iii) 8,125,000 Common Units and an equal number of shares of Class B Common Stock that are subject to earnout and are being held in an escrow account for the benefit of Katmandu, and which will be released to Katmandu, if at all, upon the satisfaction of certain milestones described in the Registration Statement.
F6
(continued from footnote 4) Katmandu's right to receive such securities upon satisfaction of the earnout conditions became fixed and irrevocable effective as of October 6, 2023. Once such earnout securities are earned, released and delivered from escrow to Katmandu, such securities shall be subject to an additional 1-year lock-up pursuant to an agreement between Katmandu and the Issuer. Following the waiver or expiration of any applicable lock-up period, Katmandu will have the right to redeem such Common Units, as described in footnote (2).
F7
The Common Units and Class B Common Stock do not expire.

Remarks

This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, that the Reporting Persons are subject to Section 16 of the Exchange Act. 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 Exchange Act, 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.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.

This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.