Initial Statement of Beneficial Ownership (3)
18 Oktober 2021 - 5:48PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
*
MAYELL MICHAEL J |
2. Date of Event Requiring Statement (MM/DD/YYYY)
8/19/2021
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3. Issuer Name and Ticker or Trading Symbol
CENAQ Energy Corp. [CENQU]
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(Last)
(First)
(Middle)
C/O CENAQ ENERGY CORP., 4550 POST OAK PLACE DR. SUITE 300 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
President, CFO and Director / |
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(Street)
HOUSTON, TX 77027
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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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)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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, par value $0.0001 per share ) (1) | (3) | (3) | Class A Common Stock | 3487500 | $0 | I | See footnote (2) |
| Warrants | (3) | (3) | Class A Common Stock | 4950000 | $11.50 | I | See footnote (2) |
| Explanation of Responses: |
| (1) | The shares of Class B common stock are convertible into shares of the Issuer's Class A common stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights and have no expiration date. |
| (2) | CENAQ Sponsor, LLC is the record holder of the shares reported herein. John B. Connally III, J. Russell Porter, and Michael J. Mayell are the members of the board of managers of CENAQ Sponsor, LLC. As such, they may be deemed to have or share beneficial ownership of the Class B common stock and Warrants held directly by CENAQ Sponsor, LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |
| (3) | Each whole warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment as described in the prospectus, and only whole warrants are exercisable. The warrants will become exercisable on the later of 30 days after the completion of the initial business combination or 12 months from the closing of the initial public offering, and will expire five years after the completion of the initial business combination or earlier upon redemption or liquidation, as described in the prospectus. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
MAYELL MICHAEL J
C/O CENAQ ENERGY CORP.
4550 POST OAK PLACE DR. SUITE 300
HOUSTON, TX 77027 | X | X | President, CFO and Director |
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Signatures
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| /s/ Michael J. Mayell | | 10/18/2021 |
| **Signature of Reporting Person | Date |
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