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Filing Details

Accession Number:: 0001104659-24-048024
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-04-17 06:07:59
Reporting Period:: 2024-03-26

Accepted Time:: 2024-04-17 06:07:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1851182	Future Health Esg Corp.	FHLT	Blank Checks (6770)	862305680

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1880403	A Travis Morgan	C/O Future Health Esg Corp. 8 The Green, Suite #12081 Dover DE 19901		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 Per Share	Disposition	2024-03-26	1,703,486	$0.00	921,514	No	4	S	Indirect	See Footnote
Common Stock, Par Value $0.0001 Per Share	Disposition	2024-03-26	295,602	$0.00	193,773	No	4	S	Indirect	See Footnote
Common Stock, Par Value $0.0001 Per Share	Disposition	2024-03-26	12,203	$0.00	7,999	No	4	S	Indirect	See Footnote
Common Stock, Par Value $0.0001 Per Share	Disposition	2024-03-26	67,954	$0.00	44,545	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Footnotes

On March 26, 2024, pursuant to that certain Purchase and Sponsor Handover Agreement entered into on February 23, 2024 (as amended to date, the "Purchase and Sponsor Handover Agreement") by and among Future Health ESG Corp. (the "Issuer"), Future Health ESG Associates 1, LLC (the "Sponsor") and Blufire Capital Limited (the "New Sponsor"), (a) the Sponsor transferred 1,698,486 shares of common stock, par value $0.0001 per share, of the Issuer ("Common Stock") to the New Sponsor, (b) m2 Enterprises Holdings, LLC transferred 295,602 shares of Common Stock to the New Sponsor, (c) MB Equity, LLC transferred 12,203 shares of Common Stock to the New Sponsor and (d) hc1 Insights, Inc. (formerly known as hc1.com, Inc.) transferred 67,954 shares of Common Stock to the New Sponsor, each in connection with the transactions contemplated by the Purchase and Sponsor Handover Agreement (together, the "Sponsor Handover"), pursuant to which
(i) the Sponsor and certain insiders and anchor investors of the Issuer transferred and assigned 3,020,202 shares of Common Stock and 3,875,000 warrants to purchase shares of Common Stock in exchange for the New Sponsor assuming certain liabilities in an aggregate amount of approximately $500,000 of the Issuer and the Sponsor, including all ongoing expenses associated with and expected for the consummation of an initial business combination, costs and expenses incurred by the Issuer in the ordinary course of business or in connection with the transactions contemplated by the Purchase and Sponsor Handover Agreement, and $250,000 in cash payable upon the execution of a letter of intent to enter into a business combination by the Issuer with a potential target, and
(ii) the New Sponsor became the sponsor of the Issuer, as more fully described in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on March 27, 2024. In connection with the Sponsor Handover, the Sponsor also transferred 5,000 founder shares to an advisory and strategic communications firm as payment for certain investor relations and advisory services.
Represents shares of Common Stock transferred by the Sponsor in connection with the Sponsor Handover.
The shares of Common Stock are held directly by the Sponsor, of which the Reporting Person is a manager, and indirectly by m2 Enterprises Holdings, LLC, an individual retirement account (IRA) in the name of the Reporting Person, and an IRA in the name of the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The Reporting Person disclaims beneficial ownership of the securities held by the Sponsor other than the reported securities except to the extent of his pecuniary interest therein.
Represents shares of Common Stock transferred by m2 Enterprises Holdings, LLC in connection with the Sponsor Handover.
The shares of Common Stock are held directly by m2 Enterprises Holdings, LLC, of which the Reporting Person is the sole manager. The Reporting Person disclaims beneficial ownership of the securities held by m2 Enterprises Holdings, LLC other than the reported securities except to the extent of his pecuniary interest therein.
Represents shares of Common Stock transferred by MB Equity, LLC in connection with the Sponsor Handover.
The shares of Common Stock are held directly by MB Equity, LLC, of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the securities held by MB Equity, LLC other than the reported securities except to the extent of his pecuniary interest therein.
Represents shares of Common Stock transferred by hc1 Insights, Inc. (formerly known as hc1.com, Inc.) in connection with the Sponsor Handover.
The shares of Common Stock are held directly by hc1 Insights, Inc. (formerly known as hc1.com, Inc.), of which the Reporting Person [is a manager]. The Reporting Person disclaims beneficial ownership of the securities held by MB Equity, LLC other than the reported securities except to the extent of his pecuniary interest therein.