Statement of Changes in Beneficial Ownership (4)
June 30 2021 - 3:56PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Daikeler Carl |
2. Issuer Name and Ticker or Trading Symbol
Forest Road Acquisition Corp.
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BODY
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SEE REMARKS |
(Last)
(First)
(Middle)
C/O THE BEACHBODY COMPANY, INC., 3301 EXPOSITION BLVD. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/25/2021 |
(Street)
SANTA MONICA, CA 90404
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
CLASS X COMMON STOCK | (2) | 6/25/2021 | | A (1) | | 133649614 | | (2) | (2) | CLASS A COMMON STOCK | 133649614 | (1) | 133649614 | I | By Trust (3) |
Explanation of Responses: |
(1) | Represents the issuance of the Issuer's securities in exchange for securities of The Beachbody Company Group. LLC pursuant to that certain Agreement and Plan of Merger, dated as of February 9, 2021, by and among Forest Road Acquisition Corp., BB Merger Sub, LLC, MFH Merger Sub, LLC, The Beachbody Company Group, LLC, and Myx Fitness Holdings, LLC. |
(2) | Each share of Class X Common Stock is convertible into one share of Class A Common Stock upon certain events listed in the Issuer's Registration Statement on Form S-4/A filed with the Securities and Exchange Commission on May 27, 2021 concerning the Transaction. The Class X Common Stock has no expiration date. |
(3) | Held by the Carl Daikeler & Isabelle Brousseau Daikeler Revocable Trust. |
Remarks: Title: Co-Founder, Chairman and Chief Executive Officer. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Daikeler Carl C/O THE BEACHBODY COMPANY, INC. 3301 EXPOSITION BLVD. SANTA MONICA, CA 90404 | X | X | SEE REMARKS |
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Signatures
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/s/ Jonathan Gelfand, Attorney-in-Fact for Carl Daikeler | | 6/29/2021 |
**Signature of Reporting Person | Date |
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