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Form 3 Hennessy Capital Investm For: Sep 28 Filed by: HENNESSY DANIEL J

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September 28, 2021 9:23 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 *
HENNESSY DANIEL J
(Last) (First) (Middle)
C/O HENNESSY CAPITAL INVESTMENT CORP. VI
3415 N. PINES WAY, SUITE 204
(Street)
WILSON WY 83014
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/28/2021 		3. Issuer Name and Ticker or Trading Symbol
Hennessy Capital Investment Corp. VI [ HCVI ]
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)
Form filed by One Reporting Person
X 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
Class B Common Stock   (1)   (1) Class A Common Stock 11,350,000 (2) (1) I See footnote. (2)
Explanation of Responses:
1. As described in the registrant's registration statement on Form S-1 (File No. 333-254062) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
2. These shares of Class B common stock are held by Hennessy Capital Partners VI LLC ("HCP"), acquired pursuant to a subscription agreement dated as of January 29, 2021 by and among HCP and the registrant. Daniel J. Hennessy, the Chairman of the Board and Chief Executive Officer of the registrant, is the sole managing member of Hennessy Capital Group LLC, a co-managing member of HCP. Mr. Hennessy has shared voting and dispositive control over the shares held by HCP and may be deemed the beneficial owner of such shares. These shares include an aggregate of 1,500,000 shares that are subject to forfeiture to the extent that the underwriters do not exercise their over-allotment option in connection with the registrant's initial public offering in full. Mr. Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.
/s/ Daniel J. Hennessy 09/28/2021
** Signature of Reporting Person Date
/s/ Daniel J. Hennessy, the Managing Member of Hennessy Capital Group LLC 09/28/2021
** Signature of Reporting Person Date
/s/ Daniel J. Hennessy, the Managing Member of Hennessy Capital Group LLC, a Managing Member of Hennessy Capital Partners VI LLC 09/28/2021
** 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.

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