0001140361-21-031284.txt : 20210914 0001140361-21-031284.hdr.sgml : 20210914 20210914212607 ACCESSION NUMBER: 0001140361-21-031284 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210909 FILED AS OF DATE: 20210914 DATE AS OF CHANGE: 20210914 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weber William John CENTRAL INDEX KEY: 0001464648 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40789 FILM NUMBER: 211253983 MAIL ADDRESS: STREET 1: THE KEYW HOLDING CORPORATION STREET 2: 7740 MILESTONE PARKWAY, SUITE 400 CITY: HANOVER STATE: MD ZIP: 21076 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FLAG Sponsor Manager, LLC CENTRAL INDEX KEY: 0001882920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40789 FILM NUMBER: 211253981 BUSINESS ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 202-503-9255 MAIL ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: First Light Acquisition Group, LLC CENTRAL INDEX KEY: 0001855489 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40789 FILM NUMBER: 211253982 BUSINESS ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 202-503-9255 MAIL ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: First Light Acquisition Group, Inc. CENTRAL INDEX KEY: 0001855485 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 862967193 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 202-503-9255 MAIL ADDRESS: STREET 1: 11110 SUNSET HILLS ROAD #2278 CITY: RESTON STATE: VA ZIP: 20190 3/A 1 form3.xml FORM 3/A X0206 3/A 2021-09-09 2021-09-09 0 0001855485 First Light Acquisition Group, Inc. FLAG 0001464648 Weber William John C/O FIRST LIGHT ACQUISITION GROUP, INC. 11110 SUNSET HILLS ROAD #2278 RESTON VA 20190 true true true Chief Executive Officer 0001855489 First Light Acquisition Group, LLC C/O FIRST LIGHT ACQUISITION GROUP, INC. 11110 SUNSET HILLS ROAD #2278 RESTON VA 20190 true 0001882920 FLAG Sponsor Manager, LLC 11110 SUNSET HILLS ROAD #2278 RESTON VA 20190 true Class B Common Stock, par value $0.0001 per share Class A Common Stock, par value $0.0001 per share 3210910 I See Explanation of Responses First Light Acquisition Group, LLC ("Sponsor") directly owns shares of Class B common stock, par value $0.0001 per share ("Class B Common Stock"), of First Light Acquisition Group, Inc. (the "Issuer"), including 600,750 shares of Class B Common Stock that are subject to forfeiture if the underwriter of the Issuer's initial public offering does not exercise in full an option granted to it to cover over-allotments. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Class B Common Stock have no expiration date and will automatically convert into shares of Class A Common Stock, par value $0.0001 per share, at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment. The manager of First Light Acquisition Group, LLC is FLAG Sponsor Manager, LLC, a Delaware limited liability Company ("Manager LLC"). William J. Weber is the sole member of Manager LLC (together with Sponsor, Manager LLC and William J. Weber are "the Reporting Persons"). Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. Exhibit 24.1 Power of Attorney, incorporated by reference. Exhibit 99.1 Joint Filer Information and signatures which are incorporated herein by reference. This Form 3 is being amended and restated solely for the purpose of adding the EDGAR codes for FLAG Sponsor Manager, LLC, and to correct the relationships to the Issuer and the description of the conversion right in footnote 1. See Exhibit 99.1 for signatures 2021-09-09 EX-24.1 2 brhc10028805_ex24-1.htm EXHIBIT 24.1
Exhibit 24.1

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Michael J. Alber of First Light Acquisition Group, Inc. (the “Company”), with full power of substitution, 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 or any rule or regulation of the SEC;

(2)        execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 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 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 Securities Exchange Act of 1934.

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 attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 7th day of September, 2021.


 /s/ William J. Weber

Signature

Name:
William J. Weber


EX-99.1 3 brhc10028805_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1
Joint Filer Information

Name of Joint Filer:
First Light Acquisition Group, LLC

 
Address of Joint Filer:
c/o First Light Acquisition Group, Inc.

11110 Sunset Hills Road #2278

Reston, VA 20190


Relationship of Joint Filer to Issuer:
10% Owner


Issuer Name and Ticker or Trading Symbol:
First Light Acquisition Group, Inc. [FLAG]


Date of Event Requiring Statement (Month/Day/Year):
September 9, 2021


Designated Filer:
First Light Acquisition Group, LLC


Signature:

First Light Acquisition Group, LLC

By:
/s/ William J. Weber

Name: William J. Weber

Title:  Managing Member


Dated:
September 9, 2021

Joint Filer Information

(continued)

Name of Joint Filer:
FLAG Sponsor Manager LLC


Address of Joint Filer:
c/o First Light Acquisition Group, Inc.

11110 Sunset Hills Road #2278

Reston, VA 20190


Relationship of Joint Filer to Issuer:
10% Owner


Issuer Name and Ticker or Trading Symbol:
First Light Acquisition Group, Inc. [FLAG]


Date of Event Requiring Statement (Month/Day/Year):
September 9, 2021


Designated Filer:
FLAG Sponsor Manager LLC


Signature:

FLAG Sponsor Manager, LLC

By:
/s/ William J. Weber

Name: William J. Weber

Title:  Managing Member


Dated:
September 9, 2021

2
Joint Filer Information

(continued)

Name of Joint Filer:
William J. Weber
   
Address of Joint Filer:
c/o First Light Acquisition Group, Inc.
 
11110 Sunset Hills Road #2278
 
Reston, VA 20190
   
Relationship of Joint Filer to Issuer:
10% Owner
 
Director
 
Officer
   
Issuer Name and Ticker or Trading Symbol:
First Light Acquisition Group, Inc. [FLAG]
   
Date of Event Requiring Statement (Month/Day/Year):
September 9, 2021
   
Designated Filer:
William J. Weber
   
Signature:
  

By:
/s/ William J. Weber
  
 
Name: William J. Weber
  
 
Title:  Chief Executive Officer, President, Chairman
   
Dated:
September 9, 2021

 
3