Sec Form 3 Filing - Rudisill McAndrew @ Wildfire New PubCo, Inc. - 2023-01-24

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Rudisill McAndrew
2. Issuer Name and Ticker or Trading Symbol
Wildfire New PubCo, Inc. [ BAER]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Investment Officer
(Last) (First) (Middle)
C/O BRIDGER AEROSPACE GROUP HOLDINGS,, INC., 90 AVIATION LANE
3. Date of Earliest Transaction (MM/DD/YY)
01/24/2023
(Street)
BELGRADE, MT59714
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
Common Stock 1,451,874( 1 ) D
Common Stock 2,255,470 I See footnotes( 2 )( 4 )
Common Stock 2,849,645 I See footnotes( 3 )( 4 )
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
Rudisill McAndrew
C/O BRIDGER AEROSPACE GROUP HOLDINGS,
INC., 90 AVIATION LANE
BELGRADE, MT59714
X X Chief Investment Officer
Signatures
/s/ James Muchmore, attorney-in-fact for McAndrew Rudisill 01/24/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists entirely of restricted stock units (the "RSUs") which vest as follows: (i) 50% of the RSUs vested on January 24, 2023, (ii) 20% of the RSUs shall vest on January 24, 2024, (iii) 20% of the RSUs shall vest on January 24, 2024, and (iv) 10% of the RSUs shall vest on January 24, 2026, subject to the Reporting Person's continuous service with the Issuer through each applicable vesting date. The settlement of any vested RSUs is delayed until January 24, 2024.
( 2 )These shares are held directly by Pelagic Capital Advisors LLC, which is managed by the Reporting Person.
( 3 )These shares are held directly by PCAO LLC, which is managed by the Reporting Person.
( 4 )The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Act"), except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose.

Remarks:
Exhibit List: Exhibit 24 - Power of Attorney

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 4(b)(v).
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