FRWAU / PWP Forward Acquisition Corp I - Units (1 Ord Share Class A & 1/5 War) - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

LIMITED POWER OF ATTORNEY

EX-99.2 3 tm234268d3ex99-2.htm EXHIBIT 99.2 EXHIBIT 99.2 LIMITED POWER OF ATTORNEY Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of Michael Turro, Karl Wachter and Hayley Stein, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal

PWP / Perella Weinberg Partners Class A / Magnetar Financial LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 – Exit Filing)* PWP FORWARD ACQUISITION CORP. I (Name of Issuer) Common Stock – Class A (Title of Class of Securities) 74709Q101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

JOINT FILING AGREEMENT

EX-99.1 2 tm234268d3ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Shares of AF ACQUISITION CORP dated as of December 31, 2022 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance wi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 tm2232389d115-12g.htm 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40185 PWP Forward Acquisition Corp

CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION pWP FORWARD ACQUISITION CORP. I

EX-3.1 2 tm2231530d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF pWP FORWARD ACQUISITION CORP. I PWP FORWARD ACQUISITION CORP. I, a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the Corporation is “PWP Forward Acquisition Corp. I”. The original Certificate

Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 28, 2022 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jurisdiction (Commission (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

DEF 14A 1 tm2229053-2def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 17, 2022 PWP Forward Acqu

DEFA14A 1 tm2228343d18k.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 17, 2022 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or oth

Press Release, dated October 17, 2022.

Exhibit 99.1 PWP Forward Acquisition Corp. I Files Preliminary Proxy Statement to Obtain Stockholder Approval to Liquidate Early NEW YORK, NY, October 17, 2022 ? PWP Forward Acquisition Corp. I (NASDAQ: FRW, FRWAU, FRWAW) (?PFAC? or the ?Company?), announced today that it has filed a preliminary proxy statement to seek stockholder approval to adopt an amendment to its Amended and Restated Certific

PWP Forward Acquisition Corp. I Files Preliminary Proxy Statement to Obtain Stockholder Approval to Liquidate Early

Exhibit 99.1 PWP Forward Acquisition Corp. I Files Preliminary Proxy Statement to Obtain Stockholder Approval to Liquidate Early NEW YORK, NY, October 17, 2022 ? PWP Forward Acquisition Corp. I (NASDAQ: FRW, FRWAU, FRWAW) (?PFAC? or the ?Company?), announced today that it has filed a preliminary proxy statement to seek stockholder approval to adopt an amendment to its Amended and Restated Certific

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

PRE 14A 1 tm2228343d2pre14a.htm PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (a

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 17, 2022 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jurisdiction (Commission (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-4

Code of Ethics and Business Conduct of PWP Forward Acquisition Corp. I.

EX-14.01 3 frwau-20211231xex14d01.htm EX-14.01 Exhibit 14.01 CODE OF ETHICS AND BUSINESS CONDUCT OF PWP FORWARD ACQUISITION CORP. I 1.Introduction The Board of Directors (the “Board”) of PWP Forward Acquisition Corp. I (the “Company”) has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and empl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Description of the Company’s securities.

EX-4.2 2 frwau-20211231xex4d2.htm EX-4.2 Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2021, PWP Forward Acquisition Corp. I (“we,” “our,” “us” or the “company”) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) its units, each consisting of one share of Class A ordinary stock and one-fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PWP FORWARD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PWP FORWARD ACQUI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 14, 2022 (March 12, 2021) PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jurisdiction

PWP FORWARD ACQUISITION CORP. I

Exhibit 99.1 PWP FORWARD ACQUISITION CORP. I Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 12, 2021 (as Restated) F-3 Notes to Financial Statement (as Restated) F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of PWP Forward Acquisition Corp. I Opinion on the Financial Statement We have audited the accomp

PWP / Perella Weinberg Partners Class A / PWP Forward Sponsor I LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 PWP Forward Acquisition Corp. I (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 74709Q101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

FRWAU / PWP Forward Acquisition Corp. I Units / Vellar Opportunities Fund Master, Ltd. Passive Investment

SC 13G/A 1 cohenco-frwau123121a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* PWP FORQRD ACQUISITION CORP. I (Name of Issuer) Class A common stock, $0.0001 par value per share, included as part of the Units (Title of Class of Securities) 74709Q200** (CUSIP Number) December 31, 2021 (Date of Eve

PWP / Perella Weinberg Partners Class A / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) PWP FORWARD ACQUISITION CORP. I (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 74709Q101 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box

PWP / Perella Weinberg Partners Class A / Magnetar Financial LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PWP Forward Acquisition Corp. I (Name of Issuer) Common Stock – Class A (Title of Class of Securities) 74709Q101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2021 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jurisdiction (Commission (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PWP FORWARD ACQUISITION CORP. I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PWP FORWARD ACQUISITION CORP. I (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PWP FORWARD ACQUISITION CORP. I (Exa

SIGNATURE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-40185 NOTIFICATION OF LATE FILING CUSIP Number 74709Q101 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi

PWP Forward Acquisition Corp. I Announces the Separate Trading of its Class A Common Stock and Redeemable Warrants Commencing April 30, 2021

EX-99.1 2 tm2114517d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE PWP Forward Acquisition Corp. I Announces the Separate Trading of its Class A Common Stock and Redeemable Warrants Commencing April 30, 2021 NEW YORK, April 29, 2021 — PWP Forward Acquisition Corp. I (Nasdaq: FRWAU) (the “Company”) today announced that, commencing April 30, 2021, holders of the units sold in the Compan

Financial Statements and Exhibits, Other Events

8-K 1 tm2114517d18k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2021 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other ju

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 12, 2021 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jurisdiction (Commission (I.R.S. Em

PWP FORWARD ACQUISITION CORP. I

Exhibit 99.1 PWP FORWARD ACQUISITION CORP. I Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 12, 2021 F-3 Notes to Financial Statement F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of PWP Forward Acquisition Corp. I Opinion on the Financial Statement We have audited the accompanying balance sheet of PWP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 PWP FORWARD ACQUISITION CORP. I (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 PWP FORWARD ACQUISITION CORP. I (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 74709Q200** (CUSIP Number) MARCH 10, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Underwriting Agreement, dated March 9, 2021, between the Company and Citigroup Global Markets Inc., as representative of the several underwriters.

Execution Version Exhibit 1.1 20,000,000 Units PWP Forward Acquisition Corp. I UNDERWRITING AGREEMENT March 9, 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representative of the several Underwriters Ladies and Gentlemen: PWP Forward Acquisition Corp. I., a Delaware corporation (the “Company”), proposes to issue and sell to you and, as applicable, to the sever

Amended and Restated Certificate of Incorporation of the Company. (1)

EX-3.1 3 tm2033347d8ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PWP Forward Acquisition Corp. I March 9, 2021 PWP Forward Acquisition Corp. I, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “PWP Forward Acquisition Corp. I”. The original ce

Indemnity Agreement, dated March 9, 2021, between the Company and Sonalee Parekh.

EX-10.10 14 tm2033347d8ex10-10.htm EXHIBIT 10.10 Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 9, 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the “Company”), and Sonalee Parekh (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, o

Indemnity Agreement, dated March 9, 2021, between the Company and Courtney Leimkuhler.

Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 9, 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the ?Company?), and Courtney Leimkuhler (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they ar

Investment Management Trust Agreement, dated March 9, 2021, between the Company and Continental Stock Transfer & Trust Company, as trustee.

EX-10.2 6 tm2033347d8ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 9, 2021, by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s regi

Letter Agreement, dated March 9, 2021, among the Company, the Sponsor and the Company’s officers, directors and advisory board members, and certain employees of Perella Weinberg Partners.

EX-10.1 5 tm2033347d8ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 March 9, 2021 PWP Forward Acquisition Corp. I 767 Fifth Avenue New York, New York 10153 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between PWP

Warrant Agreement, dated March 9, 2021, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.

EX-4.1 4 tm2033347d8ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 WARRANT AGREEMENT PWP FORWARD ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated March 9, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated March 9, 2021, is by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as

PWP Forward Acquisition Corp. I Announces Pricing of $200 Million Initial Public Offering

Exhibit 99.1 PWP Forward Acquisition Corp. I Announces Pricing of $200 Million Initial Public Offering NEW YORK, March 9, 2021 ? PWP Forward Acquisition Corp. I (?PFAC? or the ?Company?), a blank check company led by women and sponsored by Perella Weinberg Partners and its partners and employees, today announced the pricing of its initial public offering of 20,000,000 units at a price of $10 per u

Indemnity Agreement, dated March 9, 2021, between the Company and Joseph R. Perella.

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 9, 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the ?Company?), and Joseph R. Perella (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are

Indemnity Agreement, dated March 9, 2021, between the Company and Stacia Ryan.

Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 9, 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the ?Company?), and Stacia Ryan (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provid

Administrative Services Agreement, dated March 9, 2021, between the Company and Perella Weinberg Partners Group LP.

EX-10.4 8 tm2033347d8ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 PWP Forward Acquisition Corp. I 767 Fifth Avenue New York, NY 10153 March 9, 2021 Perella Weinberg Partners Group LP 767 Fifth Avenue New York, NY 10153 Re: Administrative Services Agreement Ladies and Gentlemen: This Administrative Services Agreement (this “Agreement”) by and between PWP Forward Acquisition Corp. I (the “Company”) and Pere

Indemnity Agreement, dated March 9, 2021, between the Company and Stefanie Jay.

Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 9, 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the ?Company?), and Stefanie Jay (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provi

Private Placement Warrants Purchase Agreement, dated March 9, 2021, between the Company and the Sponsor.

Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), dated as of March 9, 2021, is entered into by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the ?Company?), and PWP Forward Sponsor I LLC, a Delaware limited liab

Registration Rights Agreement, dated March 9, 2021, among the Company, the Sponsor and certain other security holders party thereto.

EX-10.3 7 tm2033347d8ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 9, 2021, is made and entered into by and among PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), PWP Forward Sponsor I LLC, a Delaware limited liability company (the “Sponsor”), and the other parties listed on the si

Other Events, Financial Statements and Exhibits

8-K 1 tm2033347d88k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 9, 2021 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 001-40185 85-3098890 (State or other jur

$200,000,000 PWP Forward Acquisition Corp. I 20,000,000 Units

424B4 1 tm2033347-4424b4.htm 424B4 TABLE OF CONTENTS  Filed pursuant to Rule 424(b)(4)  Registration Statement No. 333-253371 PROSPECTUS $200,000,000 PWP Forward Acquisition Corp. I 20,000,000 Units PWP Forward Acquisition Corp. I is a blank check company led by women and focused on improving access to public financing for companies that are founded by, led by or enrich the lives of women. We were

- FORM 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 PWP FORWARD ACQUISITION CORP. I (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3098890 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identifica

Form of Code of Ethics and Business Conduct

Exhibit 14 CODE OF ETHICS AND BUSINESS CONDUCT OF PWP FORWARD ACQUISITION CORP. I 1. Introduction The Board of Directors (the ?Board?) of PWP Forward Acquisition Corp. I (the ?Company?) has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the Company?s directors, officers and employees (to the extent that employees are hired in

PWP FORWARD ACQUISITION CORP. I (THE “CORPORATION”) ARTICLE I

EX-3.3 5 tm2033347d3ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 BYLAWS OF PWP FORWARD ACQUISITION CORP. I (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting

Specimen Class A Common Stock Certificate

Exhibit 4.2 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP PWP FORWARD ACQUISITION CORP. I INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF PWP FORWARD ACQUISITION CORP. I (THE ?COMPANY?) transferable on the books of the Com

Consent of Courtney Leimkuhler as director nominee

Exhibit 99.2 Consent of COURTNEY LEIMKUHLER In connection with the filing by PWP Forward Acquisition Corp. I (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee

Form of Administrative Services Agreement by and between the Registrant and Perella Weinberg Partners Group LP

EX-10.8 17 tm2033347d3ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 PWP Forward Acquisition Corp. I 767 Fifth Avenue New York, NY 10153 [●], 2021 Perella Weinberg Partners Group LP 767 Fifth Avenue New York, NY 10153 Re: Administrative Services Agreement Ladies and Gentlemen: This Administrative Services Agreement (this “Agreement”) by and between PWP Forward Acquisition Corp. I (the “Company”) and Perella

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 4.4 WARRANT AGREEMENT PWP FORWARD ACQUISITION CORP. I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [?], 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated [?], 2021, is by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Age

Consent of Stefanie Jay as director nominee

Exhibit 99.1 Consent of Stefanie Jay In connection with the filing by PWP Forward Acquisition Corp. I (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the

Consent of Sonalee Parekh as director nominee

EX-99.3 22 tm2033347d3ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 Consent of SONALEE ELIZABETH PAREKH In connection with the filing by PWP Forward Acquisition Corp. I (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PWP Forward Acquisition Corp. I [], 2021 PWP Forward Acquisition Corp. I, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “PWP Forward Acquisition Corp. I”. The original certificate of incorporation of the Corporation w

Certificate of Incorporation

EX-3.1 3 tm2033347d3ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF PWP Forward Acquisition Corp. I The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST.      The name of the corporation is PWP Forward Acquisition Corp. I (the “Cor

Form of Underwriting Agreement

Exhibit 1.1 20,000,000 Units PWP Forward Acquisition Corp. I UNDERWRITING AGREEMENT [-], 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 As Representative of the several Underwriters Ladies and Gentlemen: PWP Forward Acquisition Corp. I., a Delaware corporation (the “Company”), proposes to issue and sell to you and, as applicable, to the several underwriters named

Form of Indemnity Agreement

EX-10.7 16 tm2033347d3ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2021, by and between PWP FORWARD ACQUISITION CORP. I, a Delaware corporation (the “Company”), and [•] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other

Form of Sponsor Warrants Purchase Agreement between the Registrant and PWP Forward Sponsor I LLC

EX-10.6 15 tm2033347d3ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), and PWP Forw

Form of Letter Agreement among the Registrant and its directors and officers and PWP Forward Sponsor I LLC

Exhibit 10.2 [?], 2021 PWP Forward Acquisition Corp. I 767 Fifth Avenue New York, New York 10153 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into or proposed to be entered into by and between PWP Forward Acquisition Corp. I, a Delaware corporati

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

EX-10.3 12 tm2033347d3ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registr

Securities Subscription Agreement, dated October 6, 2020, between the Registrant and PWP Forward Sponsor I LLC

Exhibit 10.5 PWP FORWARD ACQUISITION CORP. I 767 Fifth Avenue New York, NY 10153 PWP Forward Sponsor I LLC October 6, 2020 767 Fifth Avenue New York, NY 10153 RE: Securities Subscription Agreement Ladies and Gentlemen: PWP Forward Acquisition Corp. I, a Delaware corporation (the ?Company?), is pleased to accept the offer PWP Forward Sponsor I LLC, a Delaware limited liability company (the ?Subscri

Promissory Note, dated October 6, 2020, issued to PWP Forward Sponsor I LLC

EX-10.1 10 tm2033347d3ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISF

Form S-1 (File No. 333-253371), originally filed with the Securities and Exchange Commission on February 22, 2021

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on February 22, 2021. Registration No. 333-        UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PWP Forward Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorpor

Form of Registration Rights Agreement between the Registrant and certain security holders

EX-10.4 13 tm2033347d3ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), PWP Forward Sponsor I LLC, a Delaware limited liability company (the “Sponsor”), and the other parties listed on the signa

Specimen Unit Certificate

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP PWP FORWARD ACQUISITION CORP. I UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-fifth OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT ???????????????is the owner of ???????????????Units. Each Unit (?Unit?) consists of one (1) share

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DRS 1 filename1.htm TABLE OF CONTENTS As submitted confidentially with the U.S. Securities and Exchange Commission on January 21, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333-        UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C.