Form 4: Infinite Acquisitions Converts FBYD Class B to Class A

Infinite Acquisitions Partners LLC converted over 11 million Class B Common Stock and Common Units of Falcon's Beyond Global, Inc. into Class A Common Stock.

Summary

• Infinite Acquisitions Partners LLC, a 10% owner and director of Falcon's Beyond Global, Inc. (FBYD), converted 11,150,368 shares of Class B Common Stock into Class A Common Stock.
• The conversion was effected on November 14, 2025, following a redemption notice submitted on November 6, 2025.
• Concurrently, 11,150,368 Common Units of Falcon's Beyond Global, LLC were redeemed for an equal number of Class A Common Stock, leading to the cancellation of corresponding Class B Common Stock.
• Following these transactions, Infinite Acquisitions Partners LLC beneficially owns 26,067,927 shares of Class A Common Stock.
• The entity also holds 13,000,000 Common Units and 13,000,000 Class B Common Stock as 'Earnout Securities' in an escrow account, contingent upon the satisfaction of certain milestones.
• An additional 400,000 shares of Class A Common Stock, referred to as 'Class A Earnout Shares,' are also held in escrow, subject to milestone satisfaction and a subsequent 1-year lock-up period.
• The right for Infinite Acquisitions to receive both the Earnout Securities and Class A Earnout Shares became fixed and irrevocable effective October 6, 2023.

Sentiment

Score: 6

Explanation: The conversion of less liquid equity (Class B and Common Units) into more liquid Class A Common Stock is generally a positive for the reporting person. The fixed nature of earnout rights also adds certainty. The lock-up on some earnout shares is a minor negative, but overall, the transaction is a standard capital structure adjustment for a major holder.

Positives

• The conversion of Class B Common Stock and Common Units into Class A Common Stock generally enhances liquidity for the reporting person.
• The right to receive Earnout Securities and Class A Earnout Shares upon milestone satisfaction became fixed and irrevocable as of October 6, 2023, providing certainty for the reporting person regarding these future holdings.

Negatives

• The 400,000 Class A Earnout Shares, once released from escrow, will be subject to an additional 1-year lock-up period, restricting their immediate tradability.

Risks

• The release of 13,000,000 Earnout Securities (Common Units and Class B Common Stock) and 400,000 Class A Earnout Shares is contingent upon the satisfaction of certain milestones described in the Issuer's Registration Statement on Form S-4.
• The Class A Earnout Shares, once earned and delivered, will be subject to an additional 1-year lock-up, potentially impacting the timing of their market availability.

Future Outlook

The future outlook includes the potential release of 13,000,000 Earnout Securities (Common Units and Class B Common Stock) and 400,000 Class A Earnout Shares to Infinite Acquisitions Partners LLC upon the satisfaction of specified milestones. The Class A Earnout Shares will be subject to a 1-year lock-up after their release.

Industry Context

This Form 4 filing details an insider transaction involving a significant shareholder and director, Infinite Acquisitions Partners LLC, converting equity interests within Falcon's Beyond Global, Inc. Such transactions are specific to the company's capital structure and the reporting person's investment strategy, rather than reflecting broader industry trends.

Corporate Governance

Related Party Transactions

• The reported transaction involves Infinite Acquisitions Partners LLC, which is a 10% owner and director of Falcon's Beyond Global, Inc., making it a related party transaction.

Stakeholder Impact

• Shareholders may view the conversion of Class B shares to Class A as a simplification of the capital structure and a potential increase in the publicly traded float of Class A shares.
• The future release of earnout shares could lead to an increase in the number of Class A shares outstanding, potentially impacting per-share metrics if not accounted for.

Next Steps

• Satisfaction of certain milestones for the release of 13,000,000 Earnout Securities (Common Units and Class B Common Stock) and 400,000 Class A Earnout Shares from escrow.
• Upon release, the 400,000 Class A Earnout Shares will be subject to an additional 1-year lock-up period.

Key Dates

Keywords

Falcon's Beyond Global, FBYD, SEC Form 4, beneficial ownership, Class A Common Stock, Class B Common Stock, Common Units, stock conversion, earnout, Infinite Acquisitions Partners LLC, insider transaction