Justin Hartfield Form 4 Silver Spike Acquisition / Justin Hartfield ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hartfield Justin

(Last)

(First)

(Middle)

C/O WM TECHNOLOGY, INC.

41 DISCOVERY

(Street)

IRVINE

92618

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Silver Spike Acquisition Corp. [ MAPS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class V Common Stock⁽¹⁾	06/16/2021		A⁽²⁾		19,288,160	A	⁽²⁾	19,288,160	D
Class V Common Stock⁽¹⁾	06/16/2021		A⁽²⁾		8,469,191	A	⁽²⁾	8,469,191	I	By LLC⁽³⁾
Class V Common Stock⁽¹⁾	06/16/2021		A⁽²⁾		1,570,959	A	⁽²⁾	1,570,959	I	By LLC⁽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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Post-Merger Class A Units	⁽²⁾⁽⁵⁾	06/16/2021		A		19,288,160		⁽⁵⁾	⁽⁵⁾	Class A Common Stock	19,288,160	$0.00⁽²⁾	19,288,160	D
Post-Merger Class A Units	⁽²⁾⁽⁵⁾	06/16/2021		A		8,469,191		⁽⁵⁾	⁽⁵⁾	Class A Common Stock	8,469,191	$0.00⁽²⁾	8,469,191	I	By LLC⁽³⁾
Post-Merger Class A Units	⁽²⁾⁽⁵⁾	06/16/2021		A		1,570,959		⁽⁵⁾	⁽⁵⁾	Class A Common Stock	1,570,959	$0.00⁽²⁾	1,570,959	I	By LLC⁽⁴⁾

1. Name and Address of Reporting Person^*

Hartfield Justin

(Last)

(First)

(Middle)

C/O WM TECHNOLOGY, INC.

41 DISCOVERY

(Street)

IRVINE

92618

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Ghost Media Group, LLC

(Last)

(First)

(Middle)

C/O WM TECHNOLOGY, INC.

41 DISCOVERY

(Street)

IRVINE

92618

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

WM Founders Legacy II, LLC

(Last)

(First)

(Middle)

C/O WM TECHNOLOGY, INC.

41 DISCOVERY

(Street)

IRVINE

92618

(City)

(State)

(Zip)

Explanation of Responses:

1. These shares of Class V common stock ("Class V Common Stock") of the Issuer (as defined below) provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock will be entitled to vote with the holders of Class A common stock ("Class A Common Stock") of the Issuer, with each share of Class V Common Stock entitling the holder to a number of votes equal to the number of Post-Merger Class A Units (as described below) held by such Class V Common Stock holder at the time of such vote.

2. Received pursuant to the Agreement and Plan of Merger, dated as of December 10, 2020, by and among Silver Spike Acquisition Corp. ("Silver Spike"), Silver Spike Merger Sub LLC, a direct, wholly-owned subsidiary of Silver Spike ("Merger Sub"), WM Holding Company, LLC, a Delaware limited liability company ("WMH"), and Ghost Media Group, LLC, a Nevada limited liability company, solely in its capacity as the initial holder representative, pursuant to which Merger Sub was merged with and into WMH, whereupon the separate existence of Merger Sub ceased and WMH became the surviving company and continued in existence as a subsidiary of Silver Spike, which subsequently changed its name to WM Technology, Inc. (the "Issuer").

3. Shares are held directly by Ghost Media Group, LLC ("Ghost Media") is controlled by Mr. Hartfield. Accordingly, Mr. Hartfield may be deemed to be a beneficial owner of the shares held by Ghost Media Group, LLC.

4. Shares are held directly by WM Founders Legacy II, LLC ("WM Founders") is controlled by Mr. Hartfield. Accordingly, Mr. Hartfield may be deemed to be a beneficial owner of the shares held by WM Founders.

5. These Post-Merger Class A Units represent non-voting limited liability company interests of WMH. Pursuant to the terms of an exchange agreement, these Class A units and an equivalent number of shares of Class V Common Stock are exchangeable on a one-for-one basis for shares of Class A Common Stock. These exchange rights do not expire.

Remarks:

	Justin Hartfield, by /s/ Ron A. Metzger, Attorney-in-Fact	06/21/2021
	Ghost Media Group,LLC, by Justin Hartfield, Manager, by /s/ Ron A. Metzger, Attorney-in-Fact	06/21/2021
	WM Founders Legacy II, LLC, by Justin Hartfield, Manager, by /s/ Ron A. Metzger, Attorney-in-Fact	06/21/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Justin Hartfield Form 4Silver Spike Acquisition / Justin Hartfield ownership change