Sec Form 4 Filing - Eagle Equity Partners IV, LLC @ Bold Eagle Acquisition Corp. - 2024-12-09

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
Eagle Equity Partners IV, LLC
2. Issuer Name and Ticker or Trading Symbol
Bold Eagle Acquisition Corp. [ BEAG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Director by Deputization
(Last) (First) (Middle)
C/O BOLD EAGLE ACQUISITION CORP., 955 FIFTH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
12/09/2024
(Street)
NEW YORK, NY10075
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 Ordinary Shares 12/09/2024 A 8,000 A $ 10 358,000 D ( 1 )
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
Class B Ordinary Shares ( 3 ) ( 3 ) 12/09/2024 J( 2 ) 2,027,500 ( 3 ) ( 3 ) Class A Ordinary Shares ( 3 ) 2,027,500 $ 0 ( 3 ) 5,160,000 ( 3 ) D ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Eagle Equity Partners IV, LLC
C/O BOLD EAGLE ACQUISITION CORP.
955 FIFTH AVENUE
NEW YORK, NY10075
X X Director by Deputization
Signatures
/s/ Daniel Nussen, Attorney-in-Fact for Eagle Equity Partners IV, LLC 12/09/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Eagle Equity Partners IV, LLC is the record holder of the securities reported herein. Harry Sloan, Eli Baker and Jeff Sagansky are the managing members of Eagle Equity Partners IV, LLC. Each managing member has one vote, and the approval of a majority is required to approve an action. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by three or more individuals, and voting or dispositive decisions require the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Based on the foregoing, no individual managing member of Eagle Equity Partners IV, LLC exercises voting or dispositive control over any of the securities held by the entity, even those in which he holds a pecuniary interest. Accordingly, each managing member will not be deemed to have or share beneficial ownership of the securities held by Eagle Equity Partners IV, LLC.
( 2 )On December 9, 2024, Eagle Equity Partners IV, LLC forfeited at no cost 2,027,500 Class B Ordinary Shares of the Issuer in connection with the closing of the Issuer's initial public offering and the election by the underwriters of the Issuer's initial public offering of units to partially exercise an option granted to them to cover over-allotments.
( 3 )As described in the Issuer's Registration Statement under the heading "Description of Securities - Founder Shares and Private Placement Shares", will automatically convert into Class A Ordinary Shares immediately prior to, concurrently with or immediately following the consummation of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like, and have no expiration date.

Remarks:
Messrs. Sloan, Baker and Sagansky serve on the Board of Directors of the Issuer and Mr. Baker is also the Chief Executive Officer of the Issuer. Eagle Equity Partners IV, LLC may be deemed to be a director by deputization as a result of the service of Messrs. Sloan, Baker and Sagansky.

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