| 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
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Expires: |
December 31, 2014 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person
*
| FIRST RESERVE SUSTAINABLE GROWTH CORP. |
| 290 HARBOR DRIVE, FIFTH FLOOR |
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year)
03/04/2021
|
3. Issuer Name
and
Ticker or Trading Symbol
First Reserve Sustainable Growth Corp.
[
FRSG
]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
|
10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| Chairman of the Board |
|
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)
|
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: |
| Remarks: |
Exhibit 24 - Power of Attorney
The reporting person has an indirect pecuniary interest in shares of Class B common stock, par value $0.0001 per share, of First Reserve Sustainable Growth Corp. through his membership interests in First Reserve Sustainable Growth Sponsor LLC, over which the reporting person does not have voting or dispositive control. |
|
/s/ Alex T. Krueger, by Neil A. Wizel as Attorney-in-Fact |
03/04/2021 |
|
** 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
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Zachary Swartz, Neil A.
Wizel and Thomas S. Amburgey, or any of them signing singly, and with full power
of substitution, as the undersigned's true and lawful attorney-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the
"SEC") a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes and passwords
enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of
1934 (the "Exchange Act") or any rule or regulation of the SEC;
2. execute for and on behalf of the undersigned with respect to First
Reserve Sustainable Growth Corp. (the "Company"), Schedules 13D and
13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of
the Exchange Act and the rules thereunder;
3. do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any
amendment or amendments thereto, and timely file such form with the
SEC and any stock exchange or similar authority; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-
fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, 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 such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming any of the undersigned's responsibilities to comply
with Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
[Signature Page Follows]
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
THOMAS S. AMBURGEY ALEX T. KRUEGER
/s/ Thomas S. Amburgey /s/ Alex T. Krueger
---------------------- -------------------
Name: Thomas S. Amburgey Name: Alex T. Krueger
Date: March 2, 2021 Date: March 2, 2021
GARY D. REAVES NEIL A. WIZEL
/s/ Gary D. Reaves /s/ Neil A. Wizel
------------------ -----------------
Name: Gary D. Reaves Name: Neil A. Wizel
Date: March 2, 2021 Date: March 2, 2021
E. PEROT BISSELL MARY ANNE BRELINSKY
/s/ E. Perot Bissell /s/ MaryAnne Brelinsky
-------------------- ----------------------
Name: E. Perot Bissell Name: MaryAnne Brelinsky
Date: March 2, 2021 Date: March 1, 2021
AMY FRANCETIC ADAM GROSSER
/s/ Amy Francetic /s/ Adam Grosser
----------------- ----------------
Name: Amy Francetic Name: Adam Grosser
Date: March 2, 2021 Date: March 1, 2021
MARVIN ODUM
/s/ Marvin Odum
---------------
Name: Marvin Odum
Date: March 1, 2021
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