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[Form 4] Falcon's Beyond Global, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Positive)
Form Type
4
Rhea-AI Filing Summary

Falcon's Beyond Global, Inc. (FBYD) reported that Infinite Acquisitions Partners LLC and Erudite Cria, Inc. received 4,092,326 shares of newly issued 11% Series B Cumulative Convertible Preferred Stock at $5.00 per share in exchange for the forgiveness of approximately $20.5 million of debt. The Series B Preferred carries an 11% dividend, is not purchaser-convertible, and does not expire. Beginning September 8, 2028, the Series B will automatically convert into Class A common stock at an initial 1:1 conversion rate if the volume-weighted average price of Class A common stock equals or exceeds $10.00 (adjusted for corporate actions) for 21 of 30 consecutive trading days. Infinite Acquisitions is controlled by manager Erudite Cria; reporting persons disclaim beneficial ownership except to the extent of pecuniary interest.

Positive
  • $20.5 million of indebtedness was exchanged and forgiven, reducing the issuer's debt burden
  • Transaction converted debt into equity-linked capital at a defined price of $5.00 per Series B Preferred share
Negative
  • Issuance of 4,092,326 Series B Preferred shares creates a contingent conversion into common stock, representing potential future dilution
  • Series B carries an 11% cumulative dividend obligation which may increase cash or accrual obligations if dividends are payable

Insights

TL;DR: Debt-for-equity issuance of 4.09M Series B preferred shares for $20.5M debt is a material financing event with conversion mechanics tied to a $10 VWAP trigger.

The filing discloses a substantive capital restructuring where roughly $20.5 million of indebtedness was exchanged for 4,092,326 shares of 11% Series B Preferred Stock issued at $5.00 each. The preferred accrues an 11% claim and will automatically convert into Class A common stock one-to-one if the VWAP meets the specified $10 threshold for 21 of 30 trading days after September 8, 2028. From an investor-analyst perspective, this changes the issuer's capital structure and creates a contingent claim that could convert into common shares under a defined market-price condition.

TL;DR: Reporting structure shows control through Infinite Manager and formal disclaimers of beneficial ownership; signatures are by Lucas Demerau.

The Form 4 identifies Infinite Acquisitions Partners LLC and Erudite Cria, Inc. as reporting persons, with Infinite Acquisitions controlled by its manager, Erudite Cria. The filing explains board voting mechanics at Infinite Manager and includes customary disclaimers limiting beneficial ownership attribution. The filing is signed by Lucas Demerau as President for both reporting entities on 09/29/2025.

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*
Infinite Acquisitions Partners LLC

(Last) (First) (Middle)
3420 PUMP RD #356

(Street)
HENRICO VA 23233

(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)
09/08/2025
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
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
11% Series B Cumulative Convertible Preferred Stock $5(1) 09/08/2025 P 4,092,326 (1) (1) Class A Common Stock 4,092,326 $5(2) 4,092,326 D(3)
1. Name and Address of Reporting Person*
Infinite Acquisitions Partners LLC

(Last) (First) (Middle)
3420 PUMP RD #356

(Street)
HENRICO VA 23233

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Erudite Cria, Inc.

(Last) (First) (Middle)
3420 PUMP RD #356

(Street)
HENRICO VA 23233

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Pursuant to the terms of the 11% Series B Cumulative Convertible Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock"), of Falcon's Beyond Global, Inc. (the "Issuer"), starting on September 8, 2028, if at any time the volume weighted average sale price of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock"), equals or exceeds $10.00 per share (as adjusted to reflect any stock splits, reverse stock splits, stock dividends, extraordinary cash dividends, reorganization or similar transaction) for at least 21 out of 30 consecutive trading days, the Series B Preferred Stock will automatically convert into shares of the Issuer's Class A Common Stock at the then effective conversion rate. The initial conversion rate is one-to-one. The Series B Preferred Stock is not convertible by the holder and does not expire.
2. Infinite Acquisitions Partners LLC ("Infinite Acquisitions") exchanged, discharged, and forgave an aggregate of approximately $20.5 million of indebtedness owed by the Issuer or one of its subsidiaries to Infinite Acquisitions, in consideration for the issuance by the Issuer to Infinite Acquisitions of $20.5 million of shares of Series B Preferred Stock, at a per share price of $5.00, for an aggregate of 4,092,326 shares of Series B Preferred Stock.
3. Represents securities held by Infinite Acquisitions. Infinite Acquisitions is controlled by its manager, Erudite Cria, Inc. ("Infinite Manager"). Investment and voting decisions at Infinite Manager with respect to the securities held by Infinite Acquisitions are made by the board of directors of Infinite Manager. Each director has one vote on all matters presented to the board of Infinite Manager, except that the chairman of the board of directors, Lucas Demerau, has two votes on all matters presented to the board of Infinite Manager. Therefore, no individual director of Infinite Manager is the beneficial owner, for purposes of Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), of the securities held by Infinite Acquisitions. Each of Infinite Manager and the directors of Infinite Manager disclaim beneficial ownership over such securities except to the extent of their individual pecuniary interest therein.
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 Exchange Act, 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.
Infinite Acquisitions Partners LLC, By: /s/ Lucas Demerau, Name: Lucas Demerau, Title: President 09/29/2025
Erudite Cria, Inc., By: /s/ Lucas Demerau, Name: Lucas Demerau, Title: President 09/29/2025
** 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.

FAQ

What transaction did Falcon's Beyond Global (FBYD) disclose in this Form 4?

The Form 4 discloses an exchange where approximately $20.5 million of indebtedness was forgiven in consideration for 4,092,326 shares of 11% Series B Cumulative Convertible Preferred Stock issued at $5.00 per share.

When will the Series B Preferred automatically convert into Class A common stock?

Automatic conversion occurs starting September 8, 2028 if the volume-weighted average price of Class A common stock equals or exceeds $10.00 per share for 21 of 30 consecutive trading days.

Who are the reporting persons on the Form 4 for FBYD?

The reporting persons are Infinite Acquisitions Partners LLC and Erudite Cria, Inc., with Infinite Acquisitions controlled by its manager, Erudite Cria.

How many Series B Preferred shares were issued and at what per-share price?

4,092,326 shares were issued at a price of $5.00 per share.

Does the Series B Preferred expire or is it convertible by the holder?

The filing states the Series B Preferred is not convertible by the holder and does not expire; conversion is automatic under the specified VWAP condition.
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FBYD Stock Data

473.42M
15.17M
61.37%
1%
0.11%
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