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WM TECHNOLOGY, INC. Director's Dealing 2024

Nov 12, 2024

33609_dirs_2024-11-12_d83c9af4-9f95-45d1-b5df-ebc0576df6cc.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WM TECHNOLOGY, INC. (MAPS)
CIK: 0001779474
Period of Report: 2024-11-07

Reporting Person: Francis Douglas (N/A)
Reporting Person: Ghost Media Group, LLC (10% Owner)
Reporting Person: WM Founders Legacy I, LLC (10% Owner)
Reporting Person: Genco Incentives, LLC (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2024-11-07 Class A Common Stock A 4342391 Acquired 9134738 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2024-11-07 Performance Based Restricted Stock Units $ A 4342391 Acquired 2027-12-31 Class A Common Stock (4342391) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class V Common Stock 12431818 Direct
Class V Common Stock 8469191 Indirect
Class V Common Stock 1468555 Indirect
Class V Common Stock 600618 Indirect

Footnotes

F1: Represents the number of shares of Class A Common Stock underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. 1/12th of the RSUs shall vest on each Quarterly Date following November 16, 2024 (the "Vesting Commencement Date"), subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) through each such date. "Quarterly Date" means each of February 15, May 15, August 15 and November 15.

F2: These shares of Class V common stock ("Class V Common Stock") of the Issuer (as defined below) provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock will be entitled to vote with the holders of Class A common stock ("Class A Common Stock") of the Issuer, with each share of Class V Common Stock entitling the holder to a number of votes equal to the number of Post-Merger Class A Units (as described in footnote 3 below) held by such Class V Common Stockholder at the time of such vote.

F3: Post-Merger Class A Units represent non-voting limited liability company interests of WM Holding Company, LLC. Pursuant to the terms of an exchange agreement, these Class A units and an equivalent number of shares of Class V Common Stock are exchangeable on a one-for-one basis for shares of Class A Common Stock. These exchange rights do not expire.

F4: Shares are held directly by Ghost Media Group, LLC ("Ghost Media") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by Ghost Media.

F5: Shares are held directly by WM Founders Legacy I, LLC ("WM Founders") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by WM Founders.

F6: Shares are held directly by Genco Incentives, LLC ("Genco") which is controlled by Mr. Francis. Accordingly, Mr. Francis may be deemed to be a beneficial owner of the shares held by Genco.

F7: Represents the number of shares of Class A Common Stock underlying performance-based restricted stock units ("PRSUs"). One half of the PRSUs will vest if the volume weighted average price ("VWAP") of Issuer's Common Stock during any period of 30 trading days during the Performance Period equals or exceeds $3.25, and one half of the PRSUs will vest if the VWAP of Issuer's Common Stock during any period of 30 trading days during the Performance Period equals or exceeds $5.00, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2021 Equity Incentive Plan) through each such date.