Sec Form 3 Filing - Infinite Acquisitions Partners LLC @ Falcon's Beyond Global, Inc. - 2023-10-06

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Infinite Acquisitions Partners LLC
2. Issuer Name and Ticker or Trading Symbol
Falcon's Beyond Global, Inc. [ FBYD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
3420 PUMP ROAD #356
3. Date of Earliest Transaction (MM/DD/YY)
10/06/2023
(Street)
HENRICO, VA23233
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 225,000 D ( 6 )
Class B Common Stock 22,272,939 ( 1 ) D ( 6 )
Class B Common Stock 33,266,608 ( 1 ) D ( 6 )
Class B Common Stock 5,270,240 ( 1 ) D ( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Units of Falcon's Beyond Global, LLC $ 0 ( 1 ) ( 1 )( 2 ) ( 3 ) Class A Common Stock 22,272,939 ( 1 ) D ( 6 )
Common Units of Falcon's Beyond Global, LLC $ 0 ( 1 ) ( 1 )( 2 )( 4 ) ( 3 ) Class A Common Stock 33,266,608 ( 1 ) D ( 6 )
Common Units of Falcon's Beyond Global, LLC $ 0 ( 1 ) ( 1 )( 5 ) ( 3 ) Class A Common Stock 5,270,240 ( 1 ) D ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Infinite Acquisitions Partners LLC
3420 PUMP ROAD #356
HENRICO, VA23233
X
Signatures
/s/ Melissa Curvino, by power of attorney 10/06/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Reporting Person owns common units ("Common Units") of Falcon's Beyond Global, LLC ("Falcon's LLC"), a subsidiary of Falcon's Beyond Global, Inc. (the "Issuer"), and an equal number of shares of the Issuer's non-economic voting Class B common stock, par value $0.0001 per share ("Class B Common Stock").
( 2 )Following the waiver or expiration of a lock-up period, the Reporting Person will 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 or cash (at the Issuer's option) and the corresponding shares of 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").
( 3 )The Common Units and Class B Common Stock do not expire.
( 4 )Reflects 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 the Reporting Person. Such units and shares will be released to the Reporting Person, if at all, upon the satisfaction of certain milestones described in the Registration Statement. The Reporting Person's right to receive such units and shares upon satisfaction of the earnout conditions became fixed and irrevocable on October 6, 2023. Additionally, once such Common Units and shares of Class B Common Stock are earned, released and delivered from escrow to the Reporting Person, such units and shares shall be subject to an additional 1-year lock-up pursuant to an agreement between the Reporting Person and the Issuer.
( 5 )Such Common Units and shares of Class B Common Stock are not subject to lock-up, and accordingly, the Reporting Person has the right to cause Falcon's LLC to redeem its Common Units in whole or in part at any time and from time to time.
( 6 )The Reporting Person is controlled by its general partner, Erudite Cria, Inc. ("Infinite GP"). Investment and voting decisions at Infinite GP with respect to the securities held by the Reporting Person are made by the board of directors of Infinite GP. Each director has one vote on all matters presented to the board of Infinite GP, except that the chairman of the board of directors, Lucas Demerau, has two votes on all matters presented to the board of Infinite GP. Therefore, no individual director of Infinite GP is the beneficial owner, for purposes of the federal securities laws, of the securities held by the Reporting Person. Each of Infinite GP and the directors of Infinite GP disclaim beneficial ownership over such securities except to the extent of their individual pecuniary interest therein.

Remarks:
Exhibit 24.1 - Power of Attorney

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