| Item 1. | |
| (a) | Name of issuer:
MoneyLion Inc. |
| (b) | Address of issuer's principal executive offices:
249-245 West 17th Street, 4th Floor, New York, NY 10011 |
| Item 2. | |
| (a) | Name of person filing:
The name of the persons filing this report (the "Reporting Persons") with respect to shares of Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock" of MoneyLion Inc. (the "Issuer") are:
(i) StepStone Group LP ("StepStone");
(ii) AU Special Investments II, L.P. ("Special Investments");
(iii) StepStone VC Global Partners VIII-A, L.P. ("Global Partners VIII-A");
(iv) StepStone VC Global Partners VIII-C, L.P. ("Global Partners VIII-C");
(v) StepStone VC Opportunities IV, L.P. ("Opportunities IV"); and
(vi) StepStone SK Special, L.P. ("SK Special"). |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is:
4225 Executive Square, Suite 1600
La Jolla, CA 90237 |
| (c) | Citizenship:
Each of the Reporting Persons are limited partnerships organized under the laws of the State of Delaware. |
| (d) | Title of class of securities:
Class A Common Stock, par value $0.0001 per share |
| (e) | CUSIP No.:
60938K304 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 of the cover pages to this Schedule 13G. |
| (b) | Percent of class:
The information required by this item with respect to each Reporting Person is set forth in Row 11 of the cover pages to this Schedule 13G. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
The information required by this item with respect to each Reporting Person is set forth in Row 5 of the cover pages to this Schedule 13G.
|
| | (ii) Shared power to vote or to direct the vote:
The information required by this item with respect to each Reporting Person is set forth in Row 6 of the cover pages to this Schedule 13G.
|
| | (iii) Sole power to dispose or to direct the disposition of:
The information required by this item with respect to each Reporting Person is set forth in Row 7 of the cover pages to this Schedule 13G.
|
| | (iv) Shared power to dispose or to direct the disposition of:
The information required by this item with respect to each Reporting Person is set forth in Row 8 of the cover pages to this Schedule 13G.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | 
Ownership of 5 percent or less of a class
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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