MARKETWISE, INC. — Director's Dealing 2021

Aug 3, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: MARKETWISE, INC. (MKTW)
CIK: 0001805651
Period of Report: 2021-07-21

Reporting Person: Monument & Cathedral Holdings, LLC (10% Owner)
Reporting Person: Myles Norin LLC (10% Owner)
Reporting Person: Norin Myles (10% Owner)
Reporting Person: COBBLESTONE PUBLISHING INC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock	112807518	Indirect
Class B Common Stock	1087162	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Units	$		Class A Common Stock (112807518.0)		Indirect
Common Units	$		Class A Common Stock (1087162.0)		Indirect

Footnotes

F1: The securities are held of record by Monument & Cathedral Holdings, LLC ("Monument & Cathedral"). Myles Norin is the President of Cobblestone Publishing, Inc., which is the sole manager of Monument & Cathedral. As a result, Mr. Norin may be deemed to beneficially own the securities held of record by Monument & Cathedral. Mr. Norin disclaims ownership of such securities cexcept to the extent of his pecuniary interest therein.

F2: The securities are held of record by Myles Norin LLC. Myles Norin is the manager of Myles Norin LLC and as a result, may be deemed to beneficially own the securities held of record by Myles Norin LLC. Mr. Norin disclaims ownership of such securities except to the extent of his pecuniary interest therein.

F3: The Common Units are redeemable by the Reporting Person for, at the election of the Issuer, newly-issued Class A common stock on a one-for-one basis or a cash payment equal to the volume weighted average market price of one Class A common stock for each Common Unit redeemed. Upon the redemption of any Common Units, a number of Class B common stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.

F4: Represents Common Units received as consideration for LLC units of MarketWise, LLC in connection with the Business Combination Agreement, as defined and described in the Issuer's prospectus filed with the Securities and Exchange Commission on July 1, 2021.

F5: Upon the redemption of any Common Units, a number of Class B common stock equal to the number of Common Units that are redeemed will be cancelled by the Issuer for no consideration.