0001209191-21-053165.txt : 20210824 0001209191-21-053165.hdr.sgml : 20210824 20210824170134 ACCESSION NUMBER: 0001209191-21-053165 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210820 FILED AS OF DATE: 20210824 DATE AS OF CHANGE: 20210824 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Emerald Green Trust CENTRAL INDEX KEY: 0001879464 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39598 FILM NUMBER: 211202831 BUSINESS ADDRESS: STREET 1: 3211 MULHOLLAND HIGHWAY CITY: MALIBU STATE: CA ZIP: 90265 BUSINESS PHONE: 818-316-1890 MAIL ADDRESS: STREET 1: 3211 MULHOLLAND HIGHWAY CITY: MALIBU STATE: CA ZIP: 90265 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Xos, Inc. CENTRAL INDEX KEY: 0001819493 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 981550505 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3550 TYBURN STREET, SUITE 100 CITY: LOS ANGELES STATE: CA ZIP: 90065 BUSINESS PHONE: (617) 229-6320 MAIL ADDRESS: STREET 1: 3550 TYBURN STREET, SUITE 100 CITY: LOS ANGELES STATE: CA ZIP: 90065 FORMER COMPANY: FORMER CONFORMED NAME: NextGen Acquisition Corp DATE OF NAME CHANGE: 20200729 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-08-20 0 0001819493 Xos, Inc. XOS 0001879464 Emerald Green Trust C/O XOS, INC. 3550 TYBURN STREET, UNIT 100 LOS ANGELES CA 90065 0 0 1 0 Common Stock 53745903 D Received pursuant to the Agreement and Plan of Merger, dated as of February 21, 2021, as amended on May 14, 2021, by and among NextGen Acquisition Corporation ("Acquiror"), Sky Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Acquiror ("Merger Sub") and Xos, Inc. ("Xos"), pursuant to which Merger Sub was merged with and into Xos, whereupon the separate existence of Merger Sub ceased and Xos became the surviving company and continued in existence as a subsidiary of Acquiror, which subsequently changed its name to Xos, Inc. (the "Issuer"). Dakota Semler, the Issuer's Chief Executive Officer and director, may be deemed to beneficially own securities held by Emerald Green Trust by virtue of his shared control over such entity. Emerald Green Trust, by /s/ Kim Merritt, Attorney-in-Fact 2021-08-24 EX-24.3_1005563 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Christen Romero and Justin Liu of Xos, Inc. (the "Company") and Kris Tsao Cachia and Kim Merritt of Cooley LLP, signing individually, as the undersigned's true and lawful attorneys-in fact and agents to: (1) execute for and on behalf of the undersigned, an officer, director or holder of 10% of more of a registered class of securities of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, 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, and their substitutes, 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 Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) 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, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or employed by or a partner at Cooley LLP, or another law firm representing the Company, as applicable. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of August 18, 2021. Emerald Green Trust By: /s/ Shane Semler Title: Authorized Signatory