Sec Form 3 Filing - Mercato Partners Growth III GP, LLC @ MNTN, Inc. - 2025-05-22

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 Mercato Partners Growth III GP, LLC 2. Issuer Name and Ticker or Trading Symbol MNTN, Inc. [ MNTN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2750 E. COTTONWOOD PKWY, SUITE 500 3. Date of Earliest Transaction (MM/DD/YY) 05/22/2025 (Street) COTTONWOOD HEIGHTS, UT84121 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 6,303,215 I See Footnotes ( 1 ) ( 2 )

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 Convertible Notes ( 3 ) ( 3 ) ( 3 ) Class A Common Stock 164,807 I See Footnotes ( 2 ) ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Mercato Partners Growth III GP, LLC 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X Mercato Partners Growth III, L.P. 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X Mercato Partners Growth AI III, L.P. 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X Mercato Partners Traverse IIIe, L.P. 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X Mercato Traverse MNTN Series D Coinvest, LLC 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X WARNOCK GREG 2750 E. COTTONWOOD PKWY, SUITE 500 COTTONWOOD HEIGHTS, UT84121 X Signatures Mercato Partners Growth III GP, LLC, By: /s/ Gregory Warnock, Managing Director 05/22/2025 Signature of Reporting Person Date Mercato Partners Growth III, L.P., By: Mercato Partners Growth III GP, LLC, its General Partner, By: /s/ Gregory Warnock, Managing Director 05/22/2025 Signature of Reporting Person Date Mercato Partners Growth AI III, L.P., By: Mercato Partners Growth III GP, LLC, its General Partner, By: /s/ Gregory Warnock, Managing Director 05/22/2025 Signature of Reporting Person Date Mercato Partners Traverse IIIe, L.P., By: Mercato Partners Growth III GP, LLC, its General Partner, By: /s/ Gregory Warnock, Managing Director 05/22/2025 Signature of Reporting Person Date Fund 00103, a Series of MERCATO TRAVERSE MNTN SERIES D COINVEST, LLC, By: Mercato Partners Growth III GP, LLC, its Manager, By: /s/ Gregory Warnock, Managing Director 05/22/2025 Signature of Reporting Person Date /s/ Gregory Warnock 05/22/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Consists of (i) 5,902,196 shares of Class A common stock held by Mercato Partners Growth III, L.P. ("MPG III"); (ii) 164,831 shares of Class A common stock held by Mercato Partners Growth AI III L.P. ("MPG AI III"); (iii) 25,000 shares of Class A common stock held by Mercato Partners Traverse IIIe, L.P. ("MPG IIIe"); and (iv) 211,188 shares of Class A common stock held by Fund 00103, a Series of MERCATO TRAVERSE MNTN SERIES D COINVEST, LLC ("Fund 00103"). ( 2 )Mercato Partners Growth III GP, LLC ("MPG III GP") is the sole general partner of MPG III, MPG AI III and MPG IIIe, and the sole manager of Fund 01003. Greg Warnock is the manager of MPG III GP and as such, MPG III GP and Mr. Warnock may be deemed to share beneficial ownership of the securities held of record by MPG III, MPG AI III, MPG IIIe and Fund 01003. Each of MPG III GP and Mr. Warnock disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein. ( 3 )Upon the closing of the Issuer's initial public offering, the convertible notes will automatically convert into shares of Class A Common Stock upon the terms of the Note Conversion Agreement, as further described in the Issuer's Form S-1 (File No. 333-285471). ( 4 )Consists of convertible notes convertible into 158,862 shares of Class A common stock held by MPG III and convertible notes convertible into 5,945 shares of Class A common stock held by MPG AI III.

Remarks: Exhibit 24 - Power of Attorney.

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