[SCHEDULE 13G] MNTN, Inc. SEC Filing

Rhea-AI Filing Summary

Mercato Partners and affiliate individuals report meaningful ownership in MNTN, Inc. Collectively the Reporting Persons disclose beneficial ownership of 6,168,022 shares of MNTN Class A common stock, representing 12.8% of the 48,269,318 shares outstanding referenced in the filing as of June 30, 2025. The largest record holder among the group is Mercato Partners Growth III, L.P., which directly holds 5,761,058 shares (11.9%). Additional holdings include Mercato Partners Growth AI III, L.P. (170,776 shares, 0.4%), Mercato Partners Traverse IIIe, L.P. (25,000 shares, 0.1%) and Fund 00103 (a series of Mercato Traverse MNTN Series D Coinvest, LLC) (211,188 shares, 0.4%).

The filing shows no sole voting or dispositive power reported for any Reporting Person (sole power = 0) and lists shared voting and dispositive power equal to the aggregate amounts reported. Mercato Partners Growth III GP is identified as general partner/manager of the listed funds and Greg Warnock as manager of MPG III GP; the filing states they may be deemed to share beneficial ownership of the securities held of record by the affiliated entities.

Positive

• Material disclosed stake: Reporting Persons collectively hold 6,168,022 shares, representing 12.8% of Class A common stock.
• Clear allocation by entity: MPG III holds 5,761,058 shares (11.9%), with smaller allocations across affiliated funds totaling the aggregate stake.

Negative

• No sole control reported: All Reporting Persons report 0 shares of sole voting or sole dispositive power.
• Ownership concentrated in affiliated entities: The disclosed stake is held across related funds and an affiliated GP/manager structure, concentrating 12.8% with related parties.

Insights

Financial Analyst

TL;DR: Related Mercato entities and Greg Warnock report a 12.8% aggregate stake (6.17M shares) in MNTN, a material shareholder position.

The Schedule 13G discloses that related Mercato funds hold a combined 6,168,022 Class A shares, equal to 12.8% of the stated outstanding common stock. The largest single record holder within the group is MPG III with 5,761,058 shares (11.9%). All reported voting and dispositive powers are shared rather than sole, which indicates collective influence through affiliated vehicles rather than individual unilateral control. For investors, a disclosed position above 5% is material because it establishes a concentrated ownership block that could be relevant to corporate voting outcomes and liquidity of the public float.

Corporate Governance Expert

TL;DR: Affiliates and a named manager may be deemed to share beneficial ownership, signaling coordinated ownership across related entities.

The filing clarifies that Mercato Partners Growth III GP acts as general partner or manager of the listed investment vehicles and that Gregory Warnock is manager of MPG III GP, which under the filing mechanics means these parties may be deemed to share beneficial ownership of the aggregate 6,168,022 shares. The report shows 0 sole voting or dispositive power and only shared powers listed; this is a factual disclosure of control relationships rather than an assertion of operational control. From a governance perspective, the aggregation of affiliated holdings into a single reported percentage is the key disclosure for assessing potential coordinated voting behavior.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

MNTN, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

55318A108

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Mercato Partners Growth III GP, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,168,022.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,168,022.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,168,022.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

12.8 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Limited Liability Company

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Mercato Partners Growth III, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,761,058.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,761,058.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,761,058.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

11.9 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Mercato Partners Growth AI III, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 170,776.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 170,776.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

170,776.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.4 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Mercato Partners Traverse IIIe, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 25,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 25,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

25,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.1 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Mercato Traverse MNTN Series D Coinvest, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 211,188.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 211,188.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

211,188.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.4 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Limited Liability Company

SCHEDULE 13G

CUSIP No. 55318A108

1

Names of Reporting Persons

Greg Warnock

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,168,022.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,168,022.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,168,022.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

12.8 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MNTN, Inc.
(b)	Address of issuer's principal executive offices: 823 Congress Avenue #1827 Austin, TX, 78768
Item 2.
(a)	Name of person filing: Each of the following is hereinafter individually referred to as a "Reporting Person" and collectively as the "Reporting Persons." This statement is filed on behalf of: Mercato Partners Growth III GP, LLC ("MPG III GP") Mercato Partners Growth III, L.P. ("MPG III") Mercato Partners Growth AI III, L.P. ("MPG AI III") Mercato Partners Traverse IIIe, L.P. ("MPG IIIe") Fund 00103, a Series of Mercato Traverse MNTN Series D Coinvest, LLC ("Fund 00103") Greg Warnock
(b)	Address or principal business office or, if none, residence: The principal business address of each of the Reporting Persons is 2750 E. Cottonwood Pkwy, Suite 500, Cottonwood Heights, UT 84121.
(c)	Citizenship: Mr. Warnock is a citizen of the United States. Each of the remaining Reporting Persons is organized under the laws of the State of Delaware.
(d)	Title of class of securities: Class A Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 55318A108
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The ownership information presented herein represents beneficial ownership of Class A Common Stock of the Issuer as of June 30, 2025, based upon 48,269,318 shares of Class A Common Stock outstanding as of June 30, 2025, as provided by the Issuer. MPG III is the record holder of 5,761,058 shares of Class A Common Stock; MPG AI III is the record holder of 170,776 shares of Class A Common Stock; MPG IIIe is the record holder of 25,000 shares of Class A Common Stock; and Fund 00103 is the record holder of 211,188 shares of Class A Common Stock. MPG III GP is the sole general partner of MPG III, MPG AI III and MPG IIIe, and the sole manager of Fund 01003. Greg Warnock is the manager of MPG III GP and as such, MPG III GP and Mr. Warnock may be deemed to share beneficial ownership of the securities held of record by MPG III, MPG AI III, MPG IIIe and Fund 01003, or an aggregate of 6,168,022 shares of Class A Common Stock.
(b)	Percent of class: See Item 11 of each of the cover pages hereto.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Item 5 of each of the cover pages hereto.
	(ii) Shared power to vote or to direct the vote: See Item 6 of each of the cover pages hereto.
	(iii) Sole power to dispose or to direct the disposition of: See Item 7 of each of the cover pages hereto.
	(iv) Shared power to dispose or to direct the disposition of: See Item 8 of each of the cover pages hereto.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

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.

Mercato Partners Growth III GP, LLC

Signature:	/s/ Gregory Warnock
Name/Title:	Gregory Warnock, Managing Director
Date:	08/14/2025

Mercato Partners Growth III, L.P.

Signature:	By: Mercato Partners Growth III GP, LLC, its General Partner, /s/ Gregory Warnock
Name/Title:	Gregory Warnock, Managing Director
Date:	08/14/2025

Mercato Partners Growth AI III, L.P.

Signature:	By: Mercato Partners Growth III GP, LLC, its General Partner, /s/ Gregory Warnock
Name/Title:	Gregory Warnock, Managing Director
Date:	08/14/2025

Mercato Partners Traverse IIIe, L.P.

Signature:	By: Mercato Partners Growth III GP, LLC, its General Partner, /s/ Gregory Warnock
Name/Title:	Gregory Warnock, Managing Director
Date:	08/14/2025

Mercato Traverse MNTN Series D Coinvest, LLC

Signature:	By: Mercato Partners Growth III GP, LLC, its Manager, /s/ Gregory Warnock
Name/Title:	Gregory Warnock, Managing Director
Date:	08/14/2025

Greg Warnock

Signature:	/s/ Gregory Warnock
Name/Title:	Gregory Warnock
Date:	08/14/2025

FAQ

Who filed the Schedule 13G for MNTN (MNTN)?

The filing was made by Mercato Partners Growth III GP, LLC and affiliated entities and individuals, collectively referred to as the Reporting Persons.

How many MNTN shares do the Reporting Persons collectively own?

They report collective beneficial ownership of 6,168,022 shares of MNTN Class A common stock.

What percentage of MNTN does that ownership represent?

The aggregate holdings represent 12.8% of the reported 48,269,318 shares of Class A common stock outstanding.

Which entity holds the largest portion of the disclosed position?

Mercato Partners Growth III, L.P. is the largest record holder among the group with 5,761,058 shares (11.9%).

Do any Reporting Persons report sole voting or dispositive power over the shares?

No. The filing reports 0 shares of sole voting power and 0 shares of sole dispositive power; reported powers are shared.