Sec Form 4 Filing - GOLUB HARVEY @ Marblegate Capital Corp - 2025-04-07

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
GOLUB HARVEY
2. Issuer Name and Ticker or Trading Symbol
Marblegate Capital Corp [ NONE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O MARBLEGATE CAPITAL CORPORATION, 5 GREENWICH OFFICE PARK, SUITE 400
3. Date of Earliest Transaction (MM/DD/YY)
04/07/2025
(Street)
GREENWICH, CT06831
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 04/07/2025 A 450 A ( 1 ) 450 I See footnotes ( 1 )
Common Stock 04/07/2025 A 281,645 A ( 2 ) 281,645 I See footnotes ( 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GOLUB HARVEY
C/O MARBLEGATE CAPITAL CORPORATION
5 GREENWICH OFFICE PARK, SUITE 400
GREENWICH, CT06831
X
Signatures
/s/ Harvey Golub 04/08/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of Class A common stock of Marblegate Acquisition Corp. ("MAC") transferred by Marblegate Acquisition LLC before the closing of the business combination ("Business Combination") contemplated by that certain Business Combination Agreement, dated as of February 14, 2023, by and MAC, Marblegate Asset Management, LLC, Marblegate Capital Corporation, (the "Company"), MAC Merger Sub, Inc., DePalma Acquisition I LLC, and DePalma Acquisition II LLC, that were converted into the Company's common stock in connection with the closing of the Business Combination. Golub Investments LP is the record holder of such shares. The reporting person has an indirect pecuniary interest in such shares through his direct membership interests in Golub Investments LP, over which the reporting person does not have voting or dispositive control.
( 2 )Represents shares of the Company's common stock issued on the closing date of the Business Combination. Includes 281,645 shares of MAC Class A Common Stock converted into the Company's common stock in connection with the closing of the Business Combination. The Harvey Golub Revocable Trust is the record holder of such shares. Harvey Golub, as the trustee and beneficiary of the Harvey Golub Revocable Trust, is deemed to be the beneficial owner of such shares.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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