Falcon's Beyond holder reports 4.9% stake

Falcon's Beyond Global, Inc. (FBYD) received an amended Schedule 13D showing that Brass Ring Trust and its trustee, Paul Zellar, now report beneficial ownership of 2,428,473 Class A shares, or 4.9% of the company.

Rhea-AI Filing Summary

Falcon's Beyond Global, Inc. (FBYD) received an amended Schedule 13D showing that Brass Ring Trust and its trustee, Paul Zellar, now report beneficial ownership of 2,428,473 Class A shares, or 4.9% of the company. This moves their holdings just below the 5% threshold that triggers certain enhanced reporting requirements, and the amendment is characterized as an exit filing for both reporting persons.

The filing explains that 2,023,728 shares were originally received through the business combination between Falcon's Beyond Global and FAST Acquisition Corp. II, including shares issued upon conversion of 40,725 shares of 8% Series A Cumulative Convertible Preferred Stock. Brass Ring Trust later received an additional 404,745 shares through a stock dividend that paid 0.2 Class A share per share held. The percentage ownership is based on 49,135,017 Class A shares outstanding as of the filing date, and no transactions in the stock were reported in the 60 days prior to the filing.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake in Falcon's Beyond Global (FBYD) does Brass Ring Trust now report?

Brass Ring Trust and trustee Paul Zellar report beneficial ownership of 2,428,473 shares of Falcon's Beyond Global Class A common stock, representing 4.9% of the outstanding Class A shares.

Why is this Falcon's Beyond (FBYD) Schedule 13D/A described as an exit filing?

As of December 18, 2025, each reporting person ceased to be the beneficial owner of more than 5% of Falcon's Beyond Class A common stock. The amendment states that this constitutes an exit filing for both Brass Ring Trust and Paul Zellar.

How did Brass Ring Trust acquire its Falcon's Beyond (FBYD) shares?

The filing states that 2,023,728 shares of Class A common stock were acquired in connection with the business combination involving Falcon's Beyond Global, FAST Acquisition Corp. II, Falcon's LLC and Palm Merger Sub. An additional 404,745 shares were received through a stock dividend that paid 0.2 Class A share per share held.

What was the role of the Series A Preferred Stock in the Falcon's Beyond (FBYD) holdings?

Brass Ring Trust received 40,725 shares of 8% Series A Cumulative Convertible Preferred Stock as consideration for cancellation of about $407,250 of indebtedness. These preferred shares automatically converted on November 6, 2023 into 37,022 Class A shares at a conversion rate of 0.90909 Class A share per preferred share, with cash paid in lieu of fractional shares.

What share count did Falcon's Beyond (FBYD) use to calculate the 4.9% ownership?

The 4.9% beneficial ownership figure is based on an aggregate of 49,135,017 Falcon's Beyond Class A common shares issued and outstanding as of the filing date, as stated in the document.

Have Brass Ring Trust or Paul Zellar traded Falcon's Beyond (FBYD) stock recently?

The filing states that none of the reporting persons effected any transaction in Falcon's Beyond Class A common stock during the 60 days prior to the date of the statement.

Who are the reporting persons in this Falcon's Beyond (FBYD) Schedule 13D/A?

The reporting persons are Brass Ring Trust and Paul Zellar. Each reports beneficial ownership of 2,428,473 Class A shares with shared voting and dispositive power and no sole voting or dispositive power.

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Accepted by SEC EDGAR 01/14/2026 - 04:24 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Falcon's Beyond Global, Inc.

(Name of Issuer)

Class A common stock, par value $0.0001 per share

(Title of Class of Securities)

306121104

(CUSIP Number)

Paul Zellar
c/o Brass Ring Trust, 3420 Pump Rd #127
Henrico, VA, 23233
4075369309

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

12/18/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 306121104

1

Name of reporting person

Brass Ring Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,428,473.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,428,473.00

11

Aggregate amount beneficially owned by each reporting person

2,428,473.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(1) Represents beneficial ownership as of the date of filing. See Item 5. (2) Percentage beneficial ownership calculated on the basis of Rule 13d-3 of the Securities Exchange Act of 1934, as amended. See Item 5.

SCHEDULE 13D

CUSIP No. 306121104

1

Name of reporting person

Paul Zellar

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,428,473.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,428,473.00

11

Aggregate amount beneficially owned by each reporting person

2,428,473.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.9 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(1) Represents beneficial ownership as of the date of filing. See Item 5. (2) Percentage beneficial ownership calculated on the basis of Rule 13d-3 of the Securities Exchange Act of 1934, as amended. See Item 5.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common stock, par value $0.0001 per share
(b)	Name of Issuer: Falcon's Beyond Global, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1768 Park Center Drive, Orlando, FLORIDA , 32835.
Item 1 Comment: Explanatory Note This Amendment No.1 ("Amendment No.1") to Schedule 13D relates to the shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of Falcon's Beyond Global, Inc., a Delaware corporation (the "Issuer") and amends and supplements the initial statement on Schedule 13D filed on February 13, 2024 (the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 1 shall have the same meanings ascribed to them in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	The securities reported herein as beneficially owned were acquired as follows: 1. 2,023,728 shares of Class A Common Stock were acquired in connection with the business combination transaction contemplated by the Amended and Restated Agreement and Plan of Merger, dated as of January 31, 2023, as amended by Amendment No. 1 dated June 25, 2023, Amendment No. 2 dated July 7, 2023, and Amendment No. 3 dated September 1, 2023 (the "Merger Agreement"), by and among the Issuer, FAST Acquisition Corp. II, a Delaware corporation ("FAST II"), Falcon's Beyond Global, LLC, a Florida limited liability company that has since redomesticated as a Delaware limited liability company ("Falcon's LLC"), and Palm Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Issuer ("Merger Sub"), pursuant to which, among other things, Falcon's LLC combined with FAST II in a series of transactions (collectively, the "Business Combination") that resulted in the Issuer becoming a publicly traded company and controlling Falcon's LLC in an "Up-C" structure.. As a result of the Business Combination, on October 6, 2023, BR Trust received (i) 1,986,706 shares of Class A Common Stock in exchange for an equal number of limited liability common units of Falcon's LLC ("Common Units") and (ii) 40,725 shares of 8% Series A Cumulative Convertible Preferred Stock, par value $0.0001 per share, of the Issuer ("Series A Preferred Stock") in consideration for the cancellation of outstanding indebtedness in the amount of approximately $407,250 owed to BR Trust by Falcon's LLC. Such Series A Preferred Stock was convertible by the holder, and in certain circumstances by the Issuer, into a number of shares of Class A Common Stock at a conversion rate of 0.90909 shares of Class A Common Stock for each share of Series A Preferred Stock held. On November 6, 2023, pursuant to the terms of the Certificate of Designation of the Series A Preferred Stock ("Certificate of Designation"), all outstanding shares of Series A Preferred Stock automatically converted into shares of Class A Common Stock 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. Cash was paid in lieu of fractional shares in accordance with the terms of the Series A Preferred Stock. As a result, BR Trust received an additional 37,022 shares of Class A Common Stock for the 40,725 shares of Series A Preferred Stock then held 2. An additional 404,745 shares of Class A Common Stock were acquired in connection with the Issuer's stock dividend effective as of December 17, 2024, which paid BR Trust 0.2 shares of Class A Common Stock per share held. . The acquisition of such shares was exempt under Rule 16a-9 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act").
Item 4.	Purpose of Transaction
	The information provided and incorporated by reference in Item 3 is hereby incorporated by reference in this Item 4.
Item 5.	Interest in Securities of the Issuer
(a)	The aggregate number and percentage of the Class A Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference. As reported on the cover pages hereto, the Reporting Persons may each be deemed to beneficially own 2,428,473 shares of Class A Common Stock, representing 4.9% of the outstanding shares of Class A Common Stock, as calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended. The percentages of beneficial ownership in this Schedule 13D are based on an aggregate of 49,135,017 shares of Class A Common Stock issued and outstanding as of the date of this filing.
(b)	The information provided and incorporated by reference in Item 5(a) is hereby incorporated by reference in this Item 5(b).
(c)	None of the Reporting Persons has effected any transaction in shares of Class A Common Stock during the past 60 days.
(d)	Not applicable.
(e)	As of December 18, 2025, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the shares of Class A Common Stock issued and outstanding. The filing of this Amendment No. 1 constitutes an exit filing for each of the Reporting Persons.
Item 7.	Material to be Filed as Exhibits.
	Joint Filing Agreement by and among the Reporting Persons

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Brass Ring Trust

Signature:	/s/ Paul Zellar
Name/Title:	Paul Zellar, Trustee
Date:	01/14/2026

Paul Zellar

Signature:	/s/ Paul Zellar
Name/Title:	Paul Zellar
Date:	01/14/2026