| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/19/2022 |
3. Issuer Name and Ticker or Trading Symbol
FaZe Holdings Inc. [ FAZE ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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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) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Explanation of Responses: |
| Remarks: |
| President and Chief Operating Officer. Exhibit List Exhibit 24.1 - Power of Attorney |
| No securities are beneficially owned. |
| /s/ Helen Webb, as Attorney-in-Fact | 07/21/2022 | |
| ** 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 5 (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. | ||
Exhibit 24.1
POWER OF ATTORNEY
(For Executing Form ID and Forms 3, 4 and
5)
With respect to holdings of
and transactions in securities issued by FaZe Holdings Inc. (the
“Company”), the undersigned hereby constitutes and appoints the
individual or individuals named on Schedule A
attached hereto and as may be amended from time to time, or any of them
signing singly, with full power of substitution and resubstitution, to act as
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 Securities and Exchange
Commission (the
“SEC”), a Form ID and Forms 3, 4 and 5 (including amendments
thereto and joint filing agreements in connection therewith) in accordance with
Section 16 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and the rules
thereunder, in the undersigned’s capacity as an officer, director
or beneficial owner of more than 10% of a registered class of securities of the
Company;
(2) Do and perform any and all acts for and on behalf of
the undersigned that may be necessary or desirable to prepare and execute any
such
Form ID and Forms 3, 4 or 5 (including amendments thereto and joint
filing agreements in connection therewith) and file such forms with the SEC and
any stock exchange, self-regulatory association or any similar authority;
and
(3) Take any other action of any type whatsoever in
connection with the foregoing that, in the opinion of such attorney-in-fact, may
be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
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 the attorney-in-fact may approve in
the 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 Company and the foregoing
attorneys-in fact or (c) as to any attorney-in-fact individually, until such
attorney-in-fact is
no longer employed by the Company, as applicable.
IN WITNESS WHEREOF, the
undersigned has caused this Power of Attorney to be executed as of the date
written below.
Date: June 29, 2022
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/s/ Zach Katz
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Name: Zach Katz
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Schedule A
Individuals Appointed
as Attorney-in-Fact with Full Power of Substitution and Resubstitution:
| 1. |
Tammy Brandt
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| 2. |
Brandon Jackson
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| 3. |
Cynthia Otero
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| 4. |
Helen Webb
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| 5. |
Danny Sung
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| 6. |
Kyron Johnson
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