0001209191-21-041999.txt : 20210621
0001209191-21-041999.hdr.sgml : 20210621
20210621162438
ACCESSION NUMBER: 0001209191-21-041999
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210616
FILED AS OF DATE: 20210621
DATE AS OF CHANGE: 20210621
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hartfield Justin
CENTRAL INDEX KEY: 0001857953
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39021
FILM NUMBER: 211030901
MAIL ADDRESS:
STREET 1: 2175 PALMER PLACE
CITY: TUSTIN
STATE: CA
ZIP: 92782
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ghost Media Group, LLC
CENTRAL INDEX KEY: 0001859722
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39021
FILM NUMBER: 211030900
BUSINESS ADDRESS:
STREET 1: 49 DISCOVERY, STE 200
CITY: IRVINE
STATE: CA
ZIP: 92618
BUSINESS PHONE: 949.940.6041
MAIL ADDRESS:
STREET 1: 49 DISCOVERY, STE 200
CITY: IRVINE
STATE: CA
ZIP: 92618
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WM Founders Legacy II, LLC
CENTRAL INDEX KEY: 0001857962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39021
FILM NUMBER: 211030899
BUSINESS ADDRESS:
STREET 1: 40 MORRIS AVENUE
STREET 2: SUITE 230
CITY: BRYN MAWR
STATE: PA
ZIP: 19010
BUSINESS PHONE: (949) 838-6623
MAIL ADDRESS:
STREET 1: 2175 PALMER PLACE
CITY: TUSTIN
STATE: CA
ZIP: 92782
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Silver Spike Acquisition Corp.
CENTRAL INDEX KEY: 0001779474
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: MAPLES CORPORATE SERVICES LIMITED
STREET 2: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 646-699-3750
MAIL ADDRESS:
STREET 1: MAPLES CORPORATE SERVICES LIMITED
STREET 2: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-06-16
0
0001779474
Silver Spike Acquisition Corp.
MAPS
0001857953
Hartfield Justin
C/O WM TECHNOLOGY, INC.
41 DISCOVERY
IRVINE
CA
92618
1
0
1
0
0001859722
Ghost Media Group, LLC
C/O WM TECHNOLOGY, INC.
41 DISCOVERY
IRVINE
CA
92618
0
0
1
0
0001857962
WM Founders Legacy II, LLC
C/O WM TECHNOLOGY, INC.
41 DISCOVERY
IRVINE
CA
92618
0
0
1
0
Class V Common Stock
2021-06-16
4
A
0
19288160
A
19288160
D
Class V Common Stock
2021-06-16
4
A
0
8469191
A
8469191
I
By LLC
Class V Common Stock
2021-06-16
4
A
0
1570959
A
1570959
I
By LLC
Post-Merger Class A Units
2021-06-16
4
A
0
19288160
0.00
A
Class A Common Stock
19288160
19288160
D
Post-Merger Class A Units
2021-06-16
4
A
0
8469191
0.00
A
Class A Common Stock
8469191
8469191
I
By LLC
Post-Merger Class A Units
2021-06-16
4
A
0
1570959
0.00
A
Class A Common Stock
1570959
1570959
I
By LLC
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 below) held by such Class V Common Stock holder at the time of such vote.
Received pursuant to the Agreement and Plan of Merger, dated as of December 10, 2020, by and among Silver Spike Acquisition Corp. ("Silver Spike"), Silver Spike Merger Sub LLC, a direct, wholly-owned subsidiary of Silver Spike ("Merger Sub"), WM Holding Company, LLC, a Delaware limited liability company ("WMH"), and Ghost Media Group, LLC, a Nevada limited liability company, solely in its capacity as the initial holder representative, pursuant to which Merger Sub was merged with and into WMH, whereupon the separate existence of Merger Sub ceased and WMH became the surviving company and continued in existence as a subsidiary of Silver Spike, which subsequently changed its name to WM Technology, Inc. (the "Issuer").
Shares are held directly by Ghost Media Group, LLC ("Ghost Media") is controlled by Mr. Hartfield. Accordingly, Mr. Hartfield may be deemed to be a beneficial owner of the shares held by Ghost Media Group, LLC.
Shares are held directly by WM Founders Legacy II, LLC ("WM Founders") is controlled by Mr. Hartfield. Accordingly, Mr. Hartfield may be deemed to be a beneficial owner of the shares held by WM Founders.
These Post-Merger Class A Units represent non-voting limited liability company interests of WMH. 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.
Justin Hartfield, by /s/ Ron A. Metzger, Attorney-in-Fact
2021-06-21
Ghost Media Group,LLC, by Justin Hartfield, Manager, by /s/ Ron A. Metzger, Attorney-in-Fact
2021-06-21
WM Founders Legacy II, LLC, by Justin Hartfield, Manager, by /s/ Ron A. Metzger, Attorney-in-Fact
2021-06-21