Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gandler David

(Last)

(First)

(Middle)

C/O FUBOTV INC.

1290 AVENUE OF THE AMERICAS

(Street)

NEW YORK

10104

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
fuboTV Inc. /FL [ FUBO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/21/2024		M		91,292	A	$0⁽¹⁾⁽²⁾	1,413,856	D
Common Stock	02/21/2024		D		91,292	D	$2⁽²⁾	1,322,564	D
Common Stock								653,255	I	See footnote⁽³⁾
Common Stock								293,256	I	See footnote⁽⁴⁾
Common Stock								293,255	I	See footnote⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	02/21/2024		M		91,292		⁽⁶⁾	⁽⁶⁾	Common Stock	91,292	$0	273,876	D
Restricted Stock Units	⁽¹⁾	02/21/2024		A		326,359		⁽⁷⁾	⁽⁷⁾	Common Stock	326,359	$0	326,359	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of fuboTV Inc. common stock.

2. On February 20, 2024, the RSUs were settled in cash based on the closing price of the common stock on February 20, 2024, pursuant to the terms of the fuboTV Inc. 2020 Equity Incentive Plan. The Reporting Person did not sell any shares in connection with the transactions reported in this Form 4.

3. Shares held by David Gandler & Yuriy Boykivttees Diana Gandler 2020 Family Irrevocable Trust u/a dtd 09-30-20. The Reporting Person is a beneficiary of this trust and has voting and investment power over this trust.

4. Shares held by Yuriy Boykiv Trustee Chloe Gandler 2020 Irrevocable Trust u/a dtd 09-30-2020. The Reporting Person has voting and investment power over this trust.

5. Shares held by Yuriy Boykiv Trustee Forest Gandler 2020 Irrevocable Trust u/a dtd 09-30-2020. The Reporting Person has voting and investment power over this trust.

6. The remaining RSUs vest in three annual installments on February 20, 2025, February 20, 2026 and February 20, 2027, subject to the Reporting Person's continued service to the Issuer through each vesting date.

7. The Issuer previously granted the Reporting Person an award of restricted stock units that vest based on the Issuer's satisfaction of certain performance objectives. On February 21, 2024, the performance condition was determined to have been satisfied for the period beginning on January 1, 2023 and ending on December 31, 2023, resulting in 326,359 shares of common stock subject to such award becoming eligible to vest on or prior to February 20, 2026.

	/s/ David Gandler	02/23/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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