Sec Form 4 Filing - Choubey Diwakar @ Fusion Acquisition Corp. - 2021-09-22

FORM 4 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Choubey Diwakar 2. Issuer Name and Ticker or Trading Symbol Fusion Acquisition Corp. [ ML] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President, CEO and Director (Last) (First) (Middle) C/O MONEYLION INC., 30 WEST 21ST STREET, 9TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/22/2021 (Street) NEW YORK, NY10010 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A Common Stock 09/22/2021 A 14,579,571 A 14,579,571 D Class A Common Stock 09/22/2021 A 88,175 A 88,175 I By Wife Class A Common Stock 09/22/2021 A 820,390 A 820,390 I By FIG Growth Trust ( 2 ) Class A Common Stock 09/22/2021 A 820,390 A 820,390 I By FIG Heritage Trust 1 ( 2 ) Class A Common Stock 09/22/2021 A 861,409 A 861,409 I By FIG Heritage Trust 2 ( 2 ) Class A Common Stock 09/22/2021 A 861,409 A 861,409 I By FIG Heritage Trust 3 ( 2 ) Class A Common Stock 09/22/2021 D 970,000 ( 3 ) D $ 10 13,609,571 D

Table II - Derivat ive 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Stock Options (Right to Buy) $ 0.22 09/22/2021 A 1,476,701 ( 4 ) 11/14/2027 Class A Common Stock 1,476,701 $ 0 1,476,701 D Stock Options (Right to Buy) $ 0.4 09/22/2021 A 459,451 ( 5 ) 10/31/2028 Class A Common Stock 459,451 $ 0 459,451 D Stock Options (Right to Buy) $ 0.4 09/22/2021 A 2,461,169 ( 6 ) 09/20/2029 Class A Common Stock 2,461,169 $ 0 2,461,169 D Stock Options (Right to Buy) $ 0.59 09/22/2021 A 164,078 ( 7 ) 04/30/2030 Class A Common Stock 164,078 $ 0 164,078 D Stock Options (Right to Buy) $ 2.58 09/22/2021 A 1,944,045 ( 8 ) 01/31/2031 Class A Common Stock 1,944,045 $ 0 1,944,045 D Stock Options (Right to Buy) $ 0.78 09/22/2021 A 121,893 ( 9 ) 12/30/2030 Class A Common Stock 121,893 $ 0 121,893 I By Wife Stock Options (Right to Buy) $ 0.78 09/22/2021 A 114,870 ( 10 ) 12/30/2030 Class A Common Stock 114,870 $ 0 114,870 I By Wife Stock Options (Right to Buy) $ 0.78 09/22/2021 A 162,192 ( 11 ) 12/30/2030 Class A Common Stock 162,192 $ 0 162,192 I By Wife

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Choubey Diwakar C/O MONEYLION INC. 30 WEST 21ST STREET, 9TH FLOOR NEW YORK, NY10010 X President, CEO and Director Signatures /s/ Adam VanWagner, as Attorney-in-Fact for Diwakar Choubey 09/24/2021 Signature of Reporting Person Date

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 reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein. ( 3 )In connection with the Issuer's Business Combination, the Reporting Person remitted shares of Class A Common Stock to the Issuer. ( 4 )The option vests 25% on the first anniversary of November 15, 2017 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 5 )The option vests 25% on the first anniversary of November 1, 2018 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 6 )The option vests 25% on the first anniversary of September 21, 2019 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 7 )The option vests 25% on the first anniversary of May 1, 2020 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 8 )The option vests 25% on the first anniversary of February 1, 2021 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 9 )The option was granted on December 31, 2020 and is fully vested. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 10 )The option vests 100% on the first anniversary of December 31, 2020. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock. ( 11 )The option vests 25% on the first anniversary of December 31, 2020 and in equal monthly installments thereafter until it is fully vested on the fourth anniversary of such date. The stock option was received in the Business Combination in exchange for a stock option to acquire shares of Legacy ML common stock.

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