Falcon's Beyond Global, Inc. Class A Common Stock (FBYD) Form 4 Falcon's Beyond Global / Garrett Schreiber 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

FAST Sponsor II LLC

(Last) (First) (Middle)

109 OLD BRANCHVILLE ROAD

(Street)

RIDGEFIELD CT 06877

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
05/10/2024

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

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 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
Class A Common Stock	05/10/2024		J(1)		187,500	D	(4)	3,066,544(3)	D(5)
Class A Common Stock	05/10/2024		J(2)		112,500	A	(4)	3,066,544(3)	D(5)

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

1. Name and Address of Reporting Person^*

FAST Sponsor II LLC

(Last) (First) (Middle)

109 OLD BRANCHVILLE ROAD

(Street)

RIDGEFIELD CT 06877

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FAST Sponsor II Manager LLC

(Last) (First) (Middle)

109 OLD BRANCHVILLE ROAD

(Street)

RIDGEFIELD CT 06877

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Schreiber Garrett

(Last) (First) (Middle)

109 OLD BRANCHVILLE ROAD

(Street)

RIDGEFIELD CT 06877

(City) (State) (Zip)

Explanation of Responses:

1. Reflects the forfeiture of 187,500 Earnout Shares (as defined below) previously issued in connection with the Business Combination by and among the Issuer (f/k/a FAST Acquisition Corp. II), Falcon's Beyond Global LLC and the other parties thereto (the "Business Combination"). The Earnout Shares were forfeited on May 10, 2024 because certain earnout targets were not achieved.

2. The reported acquisition reflects 112,500 Earnout Shares previously issued in connection with the Business Combination. The Earnout Shares were released to the Reporting Person on May 10, 2024 because certain earnout targets were achieved.

3. Includes beneficial ownership of 862,500 shares of Class A Common Stock (the "Earnout Shares") held in escrow pending the achievement of certain earnout targets. The Reporting Person holds voting rights with respect to the escrowed Earnout Shares but has entered into a stockholder agreement with the Issuer pursuant to which the Reporting Person agreed to vote or cause to be voted all such Earnout Shares held for the Reporting Person's benefit in escrow for or against, to be not voted, or to abstain, in the same proportion as the shares held by the holders of the Issuer's common stock as a whole are voted for or against, not voted, or abstained on any matter.

4. The number of Earnout Shares issuable pursuant to the earn-out right was determined on October 6, 2023, pursuant to a formula set forth in an earnout escrow agreement entered by and among the Issuer, the Reporting Person and other parties thereto (the "Earnout Escrow Agreement"). The market price of the Issuer's Class A Common Stock was $17.40 on the date the Earnout Escrow Agreement was effective.

5. The Reporting Person is the record holder of the securities reported herein. FAST Sponsor II Manager LLC ("Manager") is the manager of the Reporting Person and has voting and investment discretion with the respect to the common stock held of record by the Reporting Person. Garrett Schreiber is the sole member of Manager and has voting and investment discretion with respect to the securities held of record by the Reporting Person. Mr. Schreiber disclaims any beneficial ownership of the securities held by the Reporting Person, except to the extent of his pecuniary interest therein.

	FAST Sponsor II LLC By: FAST Sponsor II Manager LLC, its manager By: /s/ Garrett Schreiber	05/13/2024
	FAST Sponsor II Manager LLC By: /s/ Garrett Schreiber	05/13/2024
	Garrett Schreiber By: /s/ Garrett Schreiber	05/13/2024
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.