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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* PBC GP III, LLC (Last) (First) (Middle) 505 SOUTH FLAGLER DRIVE, SUITE 1400 (Street) WEST PALM BEACH FL 33401 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Digital Domain Media Group, Inc. [ DDMG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/23/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/23/2011		X		4,544,019	A	$0.01	4,544,019(1)	D
Common Stock	11/23/2011		X		77,731	A	$0.01	77,731(2)	D
Common Stock	11/23/2011		C		3,422,027	A	(3)	3,422,027(4)	D
Common Stock	11/23/2011		X		1,650,530	A	$0.01	1,650,530(5)	I	See footnote.(5)
Common Stock	11/23/2011		X		2,504,273	A	$0.01	2,504,273(6)	D
Common Stock	11/23/2011		X		45,782	A	$0.01	45,782(7)	D
Common Stock	11/23/2011		C		2,187,520	A	(8)	2,187,520(9)	D
Common Stock	11/23/2011		X		671,201	A	$0.01	671,201(10)	I	See footnote.(10)
Common Stock	11/23/2011		S		5,346	D	$8.5	4,538,673	D
Common Stock	11/23/2011		S		91	D	$8.5	77,640	D
Common Stock	11/23/2011		S		1,942	D	$8.5	1,648,588	D
Common Stock	11/23/2011		S		2,946	D	$8.5	2,501,327	D
Common Stock	11/23/2011		S		54	D	$8.5	45,728	D
Common Stock	11/23/2011		S		790	D	$8.5	670,411	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant(1)	$0.01	11/23/2011		X			4,544,019	11/24/2010	11/24/2020	Common Stock	4,544,019	$0.00	0	D
Warrant(2)	$0.01	11/23/2011		X			77,731	11/24/2010	11/24/2020	Common Stock	77,731	$0.00	0	D
Convertible Securities(4)	(4)	11/23/2011		C			$9,715,000	11/24/2010	(4)	Common Stock	3,422,027	$0.00	0	I	See footnote.(4)
Warrant(5)	$0.01	11/23/2011		X			1,650,530	12/30/2010	12/30/2020	Common Stock	1,650,530	$0.00	0	D
Warrant(6)	$0.01	11/23/2011		X			2,504,273	11/24/2010	11/24/2020	Common Stock	2,504,273	$0.00	0	D
Warrant(7)	$0.01	11/23/2011		X			45,782	11/24/2010	11/24/2020	Common Stock	45,782	$0.00	0	D
Convertible Securities(9)	(9)	11/23/2011		C			$6,000,000	11/24/2010	(9)	Common Stock	2,187,520	$0.00	0	D
Warrant(10)	$0.01	11/23/2011		X			671,201	11/24/2010	11/24/2020	Common Stock	671,201	$0.00	0	I	See footnote.(10)

1. Name and Address of Reporting Person* PBC GP III, LLC (Last) (First) (Middle) 505 SOUTH FLAGLER DRIVE, SUITE 1400 (Street) WEST PALM BEACH FL 33401 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PBC Digital Holdings, LLC (Last) (First) (Middle) 505 SOUTH FLAGLER DRIVE, SUITE 1400 (Street) WEST PALM BEACH FL 33401 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PBC MGPEF DDH, LLC (Last) (First) (Middle) 505 SOUTH FLAGLER DRIVE, SUITE 1400 (Street) WEST PALM BEACH FL 33401 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. PBC GP III, LLC is the sole manager of PBC Digital Holdings, LLC, which held warrants to purchase shares of series A preferred stock, which were convertible into 4,544,019 shares of common stock and which were automatically exercised and converted directly into such number of shares of common stock upon the consummation of the initial public offering of Digital Domain Media Group, Inc. ("DDMG"). PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC Digital Holdings, LLC except to the extent of any pecuniary interest therein.

2. PBC GP III, LLC is the sole manager of PBC Digital Holdings, LLC, which held warrants to purchase 77,731 shares of common stock, which were automatically exercised into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC Digital Holdings, LLC except to the extent of any pecuniary interest therein.

3. PBC GP III, LLC is the sole manager of PBC Digital Holdings, LLC, which converted $9,715,000 amount of a convertible senior note on November 23, 2011, using a formula set forth in the note, resulting in PBC Digital Holdings, LLC's acquisition of 3,422,027 shares of common stock.

4. PBC GP III, LLC is the sole manager of PBC Digital Holdings, LLC, to which 3,422,027 shares of common stock were issuable upon conversion of a senior note. Such note converted into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock owned by PBC Digital Holdings, LLC except to the extent of any pecuniary interest therein.

5. PBC GP III, LLC is the sole manager of PBC Digital Holdings II, LLC, which held warrants to purchase 1,650,530 shares of common stock, which were automatically exercised into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC Digital Holdings II, LLC except to the extent of any pecuniary interest therein.

6. PBC GP III, LLC is the sole manager of PBC MGPEF DDH, LLC, which held warrants to purchase shares of series A preferred stock, which were convertible into 2,504,273 shares of common stock and which were automatically exercised and converted directly into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC MGPEF DDH, LLC except to the extent of any pecuniary interest therein.

7. PBC GP III, LLC is the sole manager of PBC MGPEF DDH, LLC, which held warrants to purchase 45,782 shares of common stock, which were automatically exercised into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC MGPEF DDH, LLC except to the extent of any pecuniary interest therein.

8. PBC GP III, LLC is the sole manager of PBC MGPEF DDH, LLC, which converted $6,000,000 amount of a convertible senior note on November 23, 2011, using a formula set forth in the note, resulting in PBC Digital Holdings, LLC's acquisition of 2,187,520 shares of common stock.

9. PBC GP III, LLC is the sole manager of PBC MGPEF DDH, LLC, to which 2,187,520 shares of common stock were issuable upon conversion of a senior note. Such note automatically converted into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock owned by PBC MGPEF DDH, LLC except to the extent of any pecuniary interest therein.

10. PBC GP III, LLC is the sole manager of PBC DDH Warrants, LLC, which held warrants to purchase shares of series A preferred stock, which were convertible into 671,201 shares of common stock and which were automatically exercised and converted directly into such number of shares of common stock upon the consummation of the initial public offering of DDMG. PBC GP III, LLC disclaims beneficial ownership of all of the shares of common stock, and any warrants relating thereto, owned by PBC DDH Warrants, LLC except to the extent of any pecuniary interest therein.

Remarks:

	/s/ Nathan Ward	11/28/2011
	/s/ Nathan Ward	11/28/2011
	/s/ Nathan Ward	11/28/2011
	** Signature of Reporting Person	Date
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