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Form 3 Healthwell Acquisition For: Aug 02 Filed by: Rapp Alyssa

August 2, 2021 6:02 PM EDT
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 *
Rapp Alyssa

(Last) (First) (Middle)
1001 GREEN BAY RD. #227

(Street)
WINNETKA IL 60093

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/02/2021
3. Issuer Name and Ticker or Trading Symbol
Healthwell Acquisition Corp. I [ HWEL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
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)
Class B Common Stock 7,187,500
I
See Footnote (1)
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. The shares of Class B common stock are convertible for the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-253418) (the "Registration Statement") and have no expiration date. The shares of Class B common stock beneficially owned by the Healthwell Acquisition Corp. I Sponsor, LLC (the "Sponsor") include up to 937,500 Class B common stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. As Co-Manager of the Sponsor, the Reporting Person may be deemed to have indirect beneficial ownership of the Issuer's Class B common stock held by the Sponsor. The Reporting Persons disclaims beneficial ownership except to the extent of her pecuniary interest therein.
Remarks:
Exhibit List:  Exhibit 24 - Power of Attorney
/s/ Emily Semon, as attorney-in-fact 08/02/2021
** 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.
                               POWER OF ATTORNEY

        The undersigned constitutes and appoints Carol Anne Huff, Ben Smolij and
Emily Semon, or any of them acting singly, as the undersigned's true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for the undersigned and in the undersigned's name, place and
stead, to:

        1.     prepare, sign, and submit to the Securities and Exchange
Commission (the "SEC") on its Electronic Data Gathering, Analysis, and Retrieval
Filer Management website a Form ID application, including any amendments and
exhibits thereto, and any other related documents as may be necessary or
appropriate, to obtain from the SEC access codes to permit filing on the SEC's
EDGAR system, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each act and thing requisite and
necessary to be done as required by any rule or regulation of the SEC and the
EDGAR Filer Manual as fully and to all intents and purposes as the undersigned
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, and each of them, may lawfully do or cause to be
done by virtue hereof; and

        2.     sign any and all SEC statements of beneficial ownership of
securities of Healthwell Acquisition Corp. I (the "Company") on Schedule 13D as
required under Section 13 and Forms 3, 4 and 5 as required under Section 16(a)
of the Securities Exchange Act of 1934, as amended, and any amendments thereto,
and to file the same with all exhibits thereto, and other documents in
connection therewith, with the SEC, the Company and any stock exchange on which
any of the Company's securities are listed, granting unto said attorneys-in-fact
and agents, and each of them, full power and authority to do and perform each
act and thing requisite and necessary to be done under said Section 13 and
Section 16(a), as fully and to all intents and purposes as the undersigned might
or could do in person, hereby ratifying and confirming all that said attorneys-
in-fact and agents, and each of them, may lawfully do or cause to be done by
virtue hereof.

        A copy of this power of attorney shall be filed with the SEC.  The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorneys-
in-fact.

        The authority granted hereby shall in no event be deemed to impose or
create any duty on behalf of the attorneys-in-fact with respect to the
undersigned's obligations to file a Form ID, Schedule 13Ds and Forms 3, 4 and 5
with the SEC.


Dated: August 2. 2021

                                        By: /s/ Alyssa Rapp
                                           -----------------------------------
                                           Name: Alyssa Rapp



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