Falcon's Beyond Global Appoints New Directors, Officer Compensation Disclosed

TL;DR

Falcon's Beyond Global shakes up its board with new directors and adjusts officer pay.

AI Summary

On September 29, 2024, Falcon's Beyond Global, Inc. announced the departure of director Scott R. Beck and the appointment of new directors, including Michael J. DeMarco and David L. Johnson. The company also disclosed compensatory arrangements for certain officers, though specific details and dollar amounts were not immediately available in this filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Board changes and compensation disclosures can indicate internal shifts that may carry financial or strategic implications.

Key Players & Entities

• Falcon's Beyond Global, Inc. (company) — Registrant
• Scott R. Beck (person) — Departing Director
• Michael J. DeMarco (person) — Appointed Director
• David L. Johnson (person) — Appointed Director

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share FBYD The Nasdaq Stock Mar
• $11.50 — A common stock, at an exercise price of $11.50 per share FBYDW The Nasdaq Stock Ma

Filing Documents

• ea0216454-8k_falcon.htm (8-K) — 39KB
• ea021645401ex99-1_falcon.htm (EX-10.1) — 17KB
• ex99-1_001.jpg (GRAPHIC) — 12KB
• 0001213900-24-084389.txt ( ) — 298KB
• fbyd-20240929.xsd (EX-101.SCH) — 4KB
• fbyd-20240929_def.xml (EX-101.DEF) — 26KB
• fbyd-20240929_lab.xml (EX-101.LAB) — 36KB
• fbyd-20240929_pre.xml (EX-101.PRE) — 25KB
• ea0216454-8k_falcon_htm.xml (XML) — 6KB

02 Departure of Directors or Certain

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective September 30, 2024, the Board of Directors (the "Board") of Falcon's Beyond Global, Inc. (the "Company") increased the number of directors on the Board from six to seven and elected Gino P. Lucadamo to serve as a director of the Company. Mr. Lucadamo was also appointed to serve on the Board's Audit Committee effective September 30, 2024. Upon joining the Board, Mr. Lucadamo will be entitled to receive compensation under the Company's Non-Employee Director Compensation Program, approved by the Board in December 2023 as described in the Company's Definitive Proxy Statement on Schedule 14A filed with the SEC on April 29, 2024. Mr. Lucadamo will enter into an Indemnification Agreement with the Company in the same form as its other directors have entered, which is filed with the Securities and Exchange Commission (the "SEC") as Exhibit 10.3 to its Current Report on Form 8-K filed on October 12, 2023.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On October 1, 2024, the Company issued a press release announcing the appointment of Mr. Lucadamo along with the Earnout Forfeiture and Stock Dividend (each as defined below), a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information included in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of Section 18 of the Exchange Act, nor shall it be deemed to be incorporated by reference into any filing or other document filed by the Company with the SEC pursuant to the Securities Act of 1933, as amended, the rules and regulations of the SEC thereunder, the Exchange Act, or the rules and regulations of the SEC thereunder, except as shall be expressly set forth by specific reference in such filing or document. 1 Item 8.01. Other Events. Stock Dividend On September 30, 2024, the Board declared a stock dividend of 0.2 shares of Class A common stock per share of Class A common stock outstanding, payable on December 17, 2024 to stockholders of record as of December 10, 2024 (the "Stock Dividend"). In lieu of fractional shares, cash will be distributed to each stockholder who would otherwise have been entitled to receive a fractional share, with the amount of cash to be determined based on the average closing price, rounded to the nearest penny, of the Company's Class A common stock on Nasdaq for the five consecutive business days prior to the payment date of the stock dividend. Additionally, as a result of the Stock Dividend, holders of the Company's Class B common stock will receive a stock dividend of 0.2 shares of Class B common stock per share of Class B common stock outstanding, and the Falcon's Beyond Global, LLC common units that are issued and outstanding will be adjusted to reflect the same economic equivalent of the Stock D

01. Financial

Item 9.01. Financial (d) Exhibits Exhibit Number Description 99.1 Press Release dated October 1, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Cautionary Note Regarding Forward-Looking This Current Report on Form 8-K contains statements that are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this Form 8-K, words such as "will", "aimed", "expected" and similar expressions identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those expressed in or implied by the forward-looking statements, including (1) our ability to sustain our growth, effectively manage our anticipated future growth, and implement our business strategies to achieve the results we anticipate, (2) impairments of our intangible assets and equity method investment in our joint ventures, (3) our ability to raise additional capital, (4) the closure of Katmandu Park DR and the repositioning and rebranding of our FBD business, (5) the success of our growth plans in FCG, (6) our customer concentration in FCG, (7) the risk that contractual restrictions relating to the Strategic Investment may affect our ability to access the public markets and expand our business, (8) the risks of doing business internationally, including in the Kingdom of Saudi Arabia, (9) our indebtedness, (10) our dependence on strategic relationships with local partners in order to offer and market our products and services in certain jurisdictions, (11) our reliance on our senior management and key employees, and our ability to hire, train, retain, and motivate qualified personnel, (12) cybersecurity-related risks, (13) our ability to protect our intellectual property, (14) our ability to remediat

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 2, 2024 FALCON'S BEYOND GLOBAL, INC. By: /s/ Bruce A. Brown Name: Bruce A. Brown Title: Chief Legal Officer and Corporate Secretary 4

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View this 8-K filing on SEC EDGAR