Brass Ring Trust Form 3 Falcon's Beyond Global / JUDITH E DEMERAU 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^*

Brass Ring Trust

(Last) (First) (Middle)

3420 PUMP RD #127

(Street)

HENRICO VA 23233

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/06/2023

3. Issuer Name and Ticker or Trading Symbol
Falcon's Beyond Global, Inc. [ FBYD ]

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)

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)
Class A Common Stock	1,986,706	D(1)
Class A Common Stock	99,900	D(2)

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
8% Series A Cumulative Convertible Preferred Stock	(3)	(3)	Class A Common Stock	40,725	0.9091(3)	D(1)
8% Series A Cumulative Convertible Preferred Stock	(3)	(3)	Class A Common Stock	35,000	0.9091(3)	D(2)

1. Name and Address of Reporting Person^*

Brass Ring Trust

(Last) (First) (Middle)

3420 PUMP RD #127

(Street)

HENRICO VA 23233

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

DEMERAU JUDITH E

(Last) (First) (Middle)

3420 PUMP RD #127

(Street)

HENRICO VA 23233

(City) (State) (Zip)

Explanation of Responses:

1. Represents securities held by Brass Ring Trust, of which Judith E. Demerau is the trustee.

2. Represents securities held directly by Judith E. Demerau.

3. The 8% Series A Cumulative Convertible Preferred Stock ("Series A Preferred Stock") was convertible at any time at the election of the holder into shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of Falcon's Beyond Global, Inc. (the "Issuer") at a conversion rate of 0.90909 shares of Class A Common Stock for each share of Series A Preferred Stock in accordance with the Certificate of Designation, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like (the "Conversion Rate"), subject to an automatic conversion at the then applicable Conversion Rate, without any action on the part of the holder, in the event the volume weighted average closing price of Class A Common Stock exceeds $14.30 for at least 20 trading days during a period of 30 consecutive trading days. Such Series A Preferred Stock converted to Class A Common Stock on November 6, 2023, as reported separately in a Form 4.

Remarks:

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 Securities Exchange Act of 1934, as amended, 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.

	Brass Ring Trust, By: /s/ Judith E. Demerau, Name: Judith E. Demerau, Title: Trustee	02/13/2024
	/s/ Judith E. Demerau	02/13/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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