Beneficient — Director's Dealing 2023

Jul 11, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Beneficient (BENF)
CIK: 0001775734
Period of Report: 2023-07-07

Reporting Person: GWG Holdings, Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-07-07	Class A Common Stock, $0.001 par value	J	43920786	$4.6593	Acquired	102530679	Direct
2023-07-07	Class A Common Stock, $0.001 par value	J	119975	$4.6593	Acquired	119975	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-07-07	Preferred C-1 Unit of Beneficient Company Holdings, L.P.	$10.2	J	43920786	Disposed		Class A Common Stock, $0.001 par value (43920786)	Direct
2023-07-07	Preferred C-1 Unit of Beneficient Company Holdings, L.P.	$10.2	J	119975	Disposed		Class A Common Stock, $0.001 par value (119975)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock, $0.001 par value	67100832	Indirect

Footnotes

F1: Pursuant to a reclassification exempt under Rule 16b-7, the Preferred C-1 Units beneficially owned by the reporting person automatically converted to the Class A Common Stock on July 7, 2023 based on a conversion price per share equal to the lower of (i) the volume-weighted average trading price of the issuer's Class A common stock for the 20 trading days following June 7, 2023 (the "VWAP Price"); and (ii) $10.20. The VWAP Price was $4.65932 resulting in the issuance of 44,040,761 shares of Class A Common Stock.

F2: Conversion price was $4.65932. Amount has been rounded as a result of electronic filing format.

F3: Securities are owned directly by GWG Life, LLC, which is a wholly owned subsidiary of GWG Holdings, Inc. As such, GWG Holdings, Inc. is an indirect beneficial owner of the reported securities. On June 7, 2023, the reporting person filed a Form 3 that inadvertently reported direct beneficial ownership of the reported securities described in this row.

F4: Securities are owned directly by GWG Life USA, LLC, which is a wholly owned subsidiary of GWG Holdings, Inc. As such, GWG Holdings, Inc. is an indirect beneficial owner of the reported securities.

F5: The capital account balance of the Preferred C-1 Units held by GWG Holdings, Inc. prior to conversion was $204,641,000.

F6: The Preferred C-1 Units beneficially owned by the reporting person provide for automatic conversion to the Class A Common Stock on the business day after the VWAP Period. The "VWAP Period" is the period commencing on the first trading day after June 7, 2023 and ending on the 20th trading day after June 7, 2023. The Preferred C-1 Units did not have an expiration date.

F7: The capital account balance of the Preferred C-1 Units held by GWG Life, LLC prior to conversion was $559,000.