Sec Form 4 Filing - Stinchcomb Clinton Larry @ CuriosityStream Inc. - 2023-07-28

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Stinchcomb Clinton Larry 2. Issuer Name and Ticker or Trading Symbol CuriosityStream Inc. [ CURI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) 8484 GEORGIA AVE., SUITE 700 3. Date of Earliest Transaction (MM/DD/YY) 07/28/2023 (Street) SILVER SPRING, MD20910 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

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 Restricted Stock Units ( 1 ) ( 2 ) 07/28/2023 A 692,887 ( 2 ) ( 2 ) Common Stock 692,887 ( 1 ) 692,887 D Restricted Stock Units ( 1 ) ( 3 ) 07/28/2023 A 392,097 ( 3 ) ( 3 ) Common Stock 392,097 ( 1 ) 392,097 D Stock Options (right to buy) $ 4.2 07/28/2023 D 315,593 ( 4 ) ( 4 ) Common Stock 315,593 ( 1 ) 0 D Stock Options (right to buy) $ 4.04 07/28/2023 D 16,067 ( 5 ) ( 5 ) Common Stock 16,067 ( 1 ) 0 D Stock Options (right to buy) $ 4.04 07/28/2023 D 618,561 ( 5 ) ( 5 ) Common Stock 618,561 ( 1 ) 0 D Stock Options (right to buy) $ 8.77 07/28/2023 D 2,038,570 ( 6 ) ( 6 ) Common Stock 2,038,570 ( 1 ) 0 D Stock Options (right to buy) $ 11.5 07/28/2023 D 355,500 ( 5 ) ( 5 ) Common Stock 355,500 ( 1 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Stinchcomb Clinton Larry 8484 GEORGIA AVE., SUITE 700 SILVER SPRING, MD20910 X President and CEO Signatures /s/ Marianna Shelenkova as attorney-in-fact for Clint Stinchcomb 08/01/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Company's cancellation of certain "underwater" stock options granted to employees and executive officers and replacement thereof with restricted stock units ("RSUs") (the "Option Cancellation and Exchange"), on July 28, 2023, the Compensation Committee of the Board of Directors of the Company approved the cancellation of Mr. Stinchcomb's options to purchase 3,344,291 shares of common stock, granted under the Company's 2020 Omnibus Incentive Plan (the "Plan"), and granted Mr. Stinchcomb RSUs of approximately equal fair value of the cancelled stock options, valued as of July 14, 2023. ( 2 )On July 28, 2023, pursuant to the Option Cancellation and Exchange, in exchange for Mr. Stinchcomb's fully vested cancelled stock options, the Company granted Mr. Stinchcomb 692,887 RSUs under the Plan. Each RSU represents a contingent right to receive one share of common stock. The RSUs granted will vest on July 28, 2024. ( 3 )On July 28, 2023, pursuant to the Option Cancellation and Exchange, in exchange for Mr. Stinchcomb's unvested cancelled stock options, the Company granted Mr. Stinchcomb 392,097 RSUs under the Plan. Each RSU represents a contingent right to receive one share of common stock. The RSUs granted will vest as follows: 31,610 shares on August 2, 2023; and 360,487 shares in equal increments on November 2, 2023 and November 2, 2024. ( 4 )Includes unvested option to purchase 78,898 shares of the Company's common stock, which would have vested on August 2, 2023. ( 5 )Represents a fully vested option award. ( 6 )Includes unvested option to purchase 1,019,285 shares of the Company's common stock, which would have vested ratably on November 2, 2023 and November 2, 2024.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.