Sec Form 4 Filing - Choubey Diwakar @ MONEYLION INC. - 2023-08-15

Insider filing report for Changes in Beneficial Ownership
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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
MONEYLION INC. [ ML]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO and Director
(Last) (First) (Middle)
C/O MONEYLION INC., 30 WEST 21ST STREET, 9TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
08/15/2023
(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 08/15/2023 F 10,329 ( 1 ) D $ 16.46 758,592 ( 2 ) D
Class A Common Stock 08/17/2023 P 100 A $ 14.95 758,692 ( 2 ) D
Class A Common Stock 12,622 I By Spouse
Class A Common Stock 27,346 I By FIG Growth Trust ( 3 )
Class A Common Stock 27,346 I By FIG Heritage Trust I ( 3 )
Class A Common Stock 28,713 I By FIG Heritage Trust 2 ( 3 )
Class A Common Stock 28,713 I By FIG Heritage Trust 3 ( 3 )
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 (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
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 CEO and Director
Signatures
/s/ Adam VanWagner, as Attorney-in-Fact for Diwakar Choubey 08/17/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of MoneyLion Inc. (the "Company") withheld to cover payment of the tax liabilities of the Reporting Person related to the vesting of 19,338 restricted stock units ("RSUs") and performance share units ("PSUs"). The acquisitions of the RSUs and PSUs were previously reported in Table I of the Reporting Person's Form 4s filed on March 18, 2022 and March 17, 2023.
( 2 )Includes RSUs and PSUs, each of which represents a contingent right to receive one share of Class A Common Stock and the acquisition of which was previously reported in Table I of the Reporting Person's prior Form 4s.
( 3 )The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Remarks:
On April 24, 2023, the Company effected a reverse stock split (the "Reverse Stock Split") of the Class A Common Stock pursuant to which every 30 shares of Class A Common Stock were automatically reclassified into one new share of Class A Common Stock. Proportionate adjustments were made to the Company's outstanding equity awards as well as the exercise, grant and acquisition prices of such equity awards, as applicable. Accordingly, all amounts of securities reported on this Form 4 have been adjusted to reflect the Reverse Stock Split.

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