Steele ExpCo Form 3/A Blade Air Mobility / ERIC CHARLES RESNICK ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Experience Sponsor LLC

(Last) (First) (Middle)

100 ST. PAUL ST., SUITE 800

(Street)

DENVER CO 80206

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/12/2019

3. Issuer Name and Ticker or Trading Symbol
Blade Air Mobility, Inc. [ BLDE ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)
09/12/2019

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	(1)	Class A Common Stock	7,187,500(2)(3)(4)	(1)	D

1. Name and Address of Reporting Person^*

Experience Sponsor LLC

(Last) (First) (Middle)

100 ST. PAUL ST., SUITE 800

(Street)

DENVER CO 80206

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Steele ExpCo Holdings, LLC

(Last) (First) (Middle)

100 ST. PAUL ST., SUITE 800

(Street)

DENVER CO 80206

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

RESNICK ERIC CHARLES

(Last) (First) (Middle)

100 ST. PAUL ST., SUITE 800

(Street)

DENVER CO 80206

(City) (State) (Zip)

Explanation of Responses:

1. As described in the issuer's registration statement on Form S-1 (File No. 333-233430) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and has no expiration date.

2. These shares represent Class B common stock held by Experience Sponsor LLC, acquired pursuant to a subscription agreement by and between Experience Sponsor LLC and the issuer. The Class B common stock owned by the reporting person includes up to 937,500 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.

3. Steele ExpCo Holdings, LLC is the managing member of Experience Sponsor LLC and has voting and investment discretion with respect to the common stock held of record by Experience Sponsor LLC. KSL Capital Partners V GP, LLC is the managing member of Steele ExpCo Holdings, LLC and has voting and investment discretion with respect to securities held by Experience Sponsor LLC.

4. Mr. Resnick is the managing member of KSL Capital Partners V GP, LLC. and has the voting and dispositive power of the securities held by Experience Sponsor LLC. Accordingly, Mr. Resnick may be deemed to have or share beneficial ownership of such shares. Each such person or entity disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Remarks:

This Form 3 Amendment is being filed to add Steele ExpCo Holdings, LLC as a Reporting Person.

	/s/ Eric C. Resnick, as managing member of KSL Capital Partners V GP, LLC, the managing member of Steele ExpCo Holdings, LLC, the managing member of Experience Sponsor LLC	01/21/2022
	/s/ Eric C. Resnick, as managing member of KSL Capital Partners V GP, LLC, the managing member of Steele ExpCo Holdings, LLC	01/21/2022
	/s/ Eric C. Resnick	01/21/2022
	** Signature of Reporting Person	Date
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