Item 1(a). Name of Issuer:
Fortress Capital Acquisition Corp. (the “Issuer”)
Item 1(b). Address of Issuer’s Principal Executive Offices:
1345 Avenue of Americas, 45th Floor
New York, NY 10105
Item 2(a). Name of
Person Filing:
This statement is filed on behalf of Fortress Capital Acquisition Sponsor LLC (the “Reporting
Person”).
Item 2(b). Address of Principal Business Office or, if None, Residence:
The principal business office of the Reporting Person is:
1345 Avenue of Americas, 45th Floor
New York, NY 10105
Item 2(c).
Citizenship:
The Reporting Person is a Delaware limited liability company.
Item 2(d). Title of Class of Securities:
Class A ordinary shares, par value $0.0001 per share, of the Issuer (“Class A ordinary shares”).
Item 2(e). CUSIP Number:
G36427105
Item 3.
Not applicable.
Item 4. Ownership.
(a)-(c) The
responses of the Reporting Person to Rows 5, 6, 7, 8, 9 and 11 in the cover page are incorporated herein by reference.
As of
December 31, 2022, the Reporting Person held 9,925,000 Class B ordinary shares, par value $0.0001, of the Issuer (“Class B ordinary shares”), which shares would have become convertible into Class A
ordinary shares upon the occurrence of the Issuer’s initial business combination, and constituted 19.9% of the then outstanding Class A ordinary shares. The Issuer was unable to consummate an initial business combination within the period
required by its Amended and Restated Articles of Association, and effective as of January 18, 2023, the Issuer redeemed and cancelled all of its Class A ordinary shares. As a result, the Reporting Person no longer beneficially owns any
Class A ordinary shares.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of
more than 5 percent of the class of securities, check the following ☒.
