Form 3 Crescent Energy Co For: Dec 07 Filed by: GWIN ROBERT G

December 7, 2021 9:45 PM EST

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FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
GWIN ROBERT G

(Last) (First) (Middle)
600 TRAVIS STREET, SUITE 7200

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/07/2021
3. Issuer Name and Ticker or Trading Symbol
Crescent Energy Co [ CRGY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities beneficially owned. 0 (1) (2)
D
 
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On December 7, 2021, pursuant to a Transaction Agreement, dated June 7, 2021, by and among Crescent Energy Company (the "Issuer"), Contango Oil & Gas Company ("Contango"), Independence Energy LLC, IE OpCo LLC, IE C Merger Sub Inc. ("C Merger Sub") and IE L Merger Sub LLC ("L Merger Sub"), whereby C Merger Sub merged with and into Contango, with Contango surviving the merger as a direct wholly owned subsidiary of the Issuer (the "Contango Merger") and Contango merged with and into L Merger Sub, with L Merger Sub surviving the merger as a direct wholly owned subsidiary of the Issuer (the "LLC Merger", together with the Contango Merger, the "Mergers").
2. (Continued from Footnote 1) This report reflects the beneficial ownership of the reporting person(s) at the time of the consummation of the Mergers and does not include any securities (if any) to be received by the reporting person via exchange upon consummation of the Mergers or otherwise to be received by the reporting person in connection with or immediately following such consummation. The reporting person will file a Form 4 reflecting any acquisition or disposition of the Issuer's securities in connection with the Mergers.
Remarks:
Exhibit List: Exhibit 24.1 - Power of Attorney
/s/ Bo Shi, as attorney-in-fact for Robert G. Gwin 12/07/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                    Exhibit 24.1

                               POWER OF ATTORNEY
              FOR EXECUTING FORM ID, FORMS 3, FORMS 4 AND FORMS 5,
                   FORM 144 AND SCHEDULE 13D AND SCHEDULE 13G

The undersigned hereby constitutes and appoints Todd Falk and Bo Shi, with full
power of substitution, as the undersigned's true and lawful attorney-in-fact to:

      1.  Execute for and on behalf of the undersigned a Form ID (including
          amendments thereto), or any other forms prescribed by the Securities
          and Exchange Commission, that may be necessary to obtain codes and
          passwords enabling the undersigned to make electronic filings with the
          Securities and Exchange Commission of the forms referenced in clause
          (2) below;

      2.  Execute for and on behalf of the undersigned any (a) Form 3, Form 4
          and Form 5 (including amendments thereto) in accordance with Section
          16(a) of the Securities Exchange Act of 1934, as amended (the
          "Exchange Act"), (b) Form 144 (including amendments thereto) and (c)
          Schedule 13D and Schedule 13G (including amendments thereto) in
          accordance with Sections 13(d) and 13(g) of the Exchange Act, but only
          to the extent each form or schedule relates to the undersigned's
          beneficial ownership of securities of Crescent Energy Company or any
          of its subsidiaries;

      3.  Do and perform any and all acts for and on behalf of the undersigned
          that may be necessary or desirable to complete and execute any Form
          ID, Form 3, Form 4, Form 5, Form 144, Schedule 13D or Schedule 13G
          (including amendments thereto) and timely file the forms or schedules
          with the Securities and Exchange Commission and any stock exchange or
          quotation system, self-regulatory association or any other authority,
          and provide a copy as required by law or advisable to such persons as
          the attorney-in-fact deems appropriate; and

      4.  Take any other action in connection with the foregoing that, in the
          opinion of the attorney-in-fact, may be of benefit to, in the best
          interest of or legally required of the undersigned, it being
          understood that the documents executed by the attorney-in-fact on
          behalf of the undersigned pursuant to this Power of Attorney shall be
          in the form and shall contain the terms and conditions as the
          attorney-in-fact may approve in the attorney-in-fact's discretion.

The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act requisite, necessary or proper to be done in
the exercise of any of the rights and powers granted herein, as fully to all
intents and purposes as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and confirming
all that the attorney-in-fact shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers granted herein.  The
undersigned acknowledges that the attorney-in-fact, in serving in such capacity
at the request of the undersigned, are not assuming (nor is Crescent Energy
Company assuming) any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act.

The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact.  The undersigned also agrees to indemnify
and hold harmless Crescent Energy Company and the attorney-in-fact against any
losses, claims, damages or liabilities (or actions in these respects) that arise
out of or are based upon any untrue statements or omissions of necessary facts
in the information provided by or at the direction of the undersigned, or upon
the lack of timeliness in the delivery of information by or at the direction of
the undersigned, to the attorney-in fact for purposes of executing,
acknowledging, delivering or filing a Form ID, Form 3, Form 4, Form 5, Form 144,
Schedule 13D or Schedule 13G (including amendments thereto) and agrees to
reimburse Crescent Energy Company and the attorney-in-fact on demand for any
legal or other expenses reasonably incurred in connection with investigating or
defending against any such loss, claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form ID, Form 3, Form 4, Form 5, Form
144, Schedule 13D and Schedule 13G (including amendments thereto) with respect
to the undersigned's holdings of and transactions in securities issued by
Crescent Energy Company, unless earlier revoked by the undersigned in a signed
writing delivered to the attorney-in-fact.  This Power of Attorney does not
revoke any other power of attorney that the undersigned has previously granted.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.

/s/ Robert G. Gwin
----------------------------------------
Signature

 Robert G. Gwin
----------------------------------------
Type or Print Name

December 7, 2021
----------------------------------------
Date


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