Prometheus PubCo Inc.

FTW

Form 3 • Statement of Changes in Beneficial Ownership

SEC Accession Number: 0001213900-26-023799
Filing date: Mar 4, 2026
Earliest execution date:

Summary

Type

Neutral

Net shares

0

% of shares

0.00%

Amount (USD)

$0

Insider confidence score

52.5 out of 100

Positive

  • Minimal sell amount (<$10K)

Filing's footnotes

1. Securities reported include shares of Class A common stock of the Issuer, par value $0.0001 per share (&quot;Class A Shares&quot;), held by the Reporting Person following the Issuer's business combination that closed on March 4, 2026 (the &quot;Closing&quot;).

2. Also includes 1,851,161 Class A Shares (the &quot;Earn-Out Shares&quot;) which, pursuant to that certain sponsor letter agreement entered into on August 5, 2025, by and among EQV Ventures Sponsor LLC, Presidio Midco Inc., the Issuer, Prometheus Holdings LLC, Presidio Investment Holdings LLC and certain other individuals thereto (the &quot;Sponsor Letter Agreement&quot;), are subject to vesting (or forfeiture) on the basis of achieving certain trading price thresholds during the first five years following the Closing pursuant to an earnout program, with 50% of the Earn-Out Shares vesting, subject to the terms and conditions of the Sponsor Letter Agreement, at a price threshold of $12.50 per share and 50% of the Earn-Out Shares vesting, subject to the terms and conditions of the Sponsor Letter Agreement, at a price threshold of $15.00 per share.

3. Also includes 3,702,323 Class A Shares (&quot;DRIP Shares&quot;) that are subject to restrictions and forfeiture provisions during the first three years following the Closing pursuant to a dividend reinvestment program, which will fall away during the first three years following the Closing, with one-third of the DRIP Shares vesting on the date that is 12 months following the Closing, one-half of the remaining DRIP Shares vesting on the date that is 24 months following the Closing and the remaining DRIP Shares vesting on the date that is 36 months following the Closing.

4. The Reporting Person is governed by a board of managers, which is composed of Tyson Taylor, Jerome C. Silvey, Jr. and Jerome Silvey, III (the &quot;Managers&quot;) Each of the Managers disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The business address of each of these individuals is c/o EQV Ventures Sponsor LLC, 1090 Center Drive, Park City, UT 84098.

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