Russell W Galbut Form 4 New Beginnings Acquisition / Russell W Galbut ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Galbut Russell W

(Last) (First) (Middle)

C/O NEW BEGINNINGS ACQUISITION CORP.

800 1ST STREET, UNIT 1

(Street)

MIAMI FL 33139

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
New Beginnings Acquisition Corp. [ NBA.U ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	11/03/2020		P		500,000(1)	A	$10	3,321,000	I	See footnote(4)
Common Stock	11/09/2020		P		30,000(2)	A	$10	3,351,000	I	See footnote(4)
Common Stock	11/12/2020		P		15,000(3)	A	$10	3,366,000	I	See footnote(4)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. The reported shares are included within the 500,000 private placement units of the issuer purchased by New Beginnings Sponsor, LLC (the "Sponsor") for $10.00 per private placement unit. The private placement units were purchased in a private placement that closed simultaneously with the closing of the issuer's initial public offering, and each such unit consists of one share of common stock of the issuer and one redeemable warrant of the issuer. The warrants included in the units will become exercisable, if at all, on the later of 30 days after the completion of the issuer's initial business combination and 12 months from the closing of the issuer' initial public offering.

2. The reported shares are included within the 30,000 private placement units of the issuer purchased by the Sponsor for $10.00 per private placement unit. The private placement units were purchased in a private placement that closed simultaneously with the closing of the underwriters partial exercise of their over-allotment option granted in connection with the initial public offering, and each such unit consists of one share of common stock of the issuer and one redeemable warrant of the issuer. The warrants included in the units will become exercisable, if at all, on the later of 30 days after the completion of the issuer's initial business combination and 12 months from the closing of the issuer' initial public offering.

3. The reported shares are included within the 15,000 private placement units of the issuer purchased by the Sponsor for $10.00 per private placement unit. The private placement units were purchased in a private placement that closed simultaneously with the closing of the underwriters partial exercise of their over-allotment option granted in connection with the initial public offering, and each such unit consists of one share of common stock of the issuer and one redeemable warrant of the issuer. The warrants included in the units will become exercisable, if at all, on the later of 30 days after the completion of the issuer's initial business combination and 12 months from the closing of the issuer' initial public offering.

4. The securities are held directly by the Sponsor and indirectly by Michael Liebowitz and Russell Galbut as managers of the Sponsor. Each of Messrs. Liebowitz and Galbut disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

	/s/ Alan I. Annex, Attorney-in-Fact	11/12/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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