SEC Form 3: New insider Stepstone Group Lp claimed ownership of 23,371,457 shares
$FUSE
Business Services
Finance
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/22/2021 |
3. Issuer Name and Ticker or Trading Symbol
MONEYLION INC. [ ML ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 4,683,473(1) | I | See Footnote(2) |
| Class A Common Stock | 5,346,643(1) | I | See Footnote(3) |
| Class A Common Stock | 350,618(1) | I | See Footnote(4) |
| Class A Common Stock | 12,039,727(1) | I | See Footnote(5) |
| Class A Common Stock | 950,996(1) | I | See Footnote(6) |
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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 Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Received in connection with the Issuer's business combination (the "Business Combination") with MoneyLion Inc., now known as MoneyLion Technologies Inc. ("Legacy ML") in accordance with the terms of the Agreement and Plan of Merger, dated February 11, 2021, as amended on June 28, 2021 and September 4, 2021, by and among the Issuer (f/k/a Fusion Acquisition Corp.), ML Merger Sub Inc. ("Merger Sub") and Legacy ML (the "Merger Agreement"), pursuant to which Merger Sub merged with and into Legacy ML, with Legacy ML surviving the merger as a wholly-owned subsidiary of the Issuer. |
| 2. The securities are directly held by AU Special Investments II, L.P. ("Special Investments"). StepStone Group LP("StepStone") is the investment manager of Special Investments. The Reporting Persons disclaim beneficial ownership in the reported securities except to the extent of its pecuniary interest. |
| 3. The securities are directly held by Greenspring Global Partners VIII-A, L.P. ("Global Partners VIII-A"). StepStone is the investment manager of Global Partners VIII-A. The Reporting Persons disclaim beneficial ownership in the reported securities except to the extent of its pecuniary interest. |
| 4. The securities are directly held by Greenspring Global Partners VIII-C, L.P. ("Global Partners VIII-C"). StepStone is the investment manager of Global Partners VIII-C. The Reporting Persons disclaim beneficial ownership in the reported securities except to the extent of its pecuniary interest. |
| 5. The securities are directly held by Greenspring Opportunities IV, L.P. ("Greenspring Opportunities IV"). StepStone is the investment manager of Greenspring Opportunities IV. The Reporting Persons disclaim beneficial ownership in the reported securities except to the extent of its pecuniary interest. |
| 6. The securities are directly held by Greenspring SK Special, L.P. ("SK Special"). StepStone is the investment manager of SK Special. The Reporting Persons disclaim beneficial ownership in the reported securities except to the extent of its pecuniary interest. |
| StepStone Group LP By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| AU Special Investments II, L.P. By : StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| Greenspring Global Partners VIII-A, L.P. By : StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| Greenspring Global Partners VIII-C, L.P. By : StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| Greenspring Opportunities IV, L.P. By : StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| Greenspring SK Special, L.P. By : StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner By: /s/ Jennifer Y. Ishiguro Name: Jennifer Y. Ishiguro Title: Chief Legal Officer & Secretary | 10/04/2021 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||