Item 5.03. Amendments to Articles of Incorporation or Bylaws.
The information included in Item 5.07 of this Current Report on Form 8-K is incorporated by reference in this Item 5.03 to the extent required herein.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On
As of
Each of the proposals described below was approved by the Company's stockholders of record. In connection with the special meeting, 509,712 shares of the Company's common stock were redeemed (the "Redemption"), with 4,320,484 shares of Common Stock remaining outstanding after the Redemption; 1,180,484 shares of Common Stock remaining outstanding after the Redemption are shares issued in connection with our initial public offering (the "Public Shares"). Our public stockholders will continue to have the opportunity to redeem all or a portion of their Public Shares upon the completion of our initial business combination at a per-share price, payable in cash, equal to the aggregate amount on deposit in the trust account as of two business days prior to the vote to approve the consummation of our initial business combination, including interest (which interest shall be net of taxes payable) divided by the number of then outstanding Public Shares, subject to the limitations described herein.
Following the Redemption, approximately
If we are unable to complete an initial business combination on or before
1
Set forth below are the final voting results for the proposals:
Proposal 1:
A proposal to approve the amendment of the Company's amended and restated
certificate of incorporation to extend the date by which the Company must
consummate a business combination or, if it fails to do so, cease its operations
and redeem or repurchase 100% of the shares of the Company's common stock issued
in the Company's initial public offering, from
For Against Abstentions 3,931,465 30,138 922 Proposal 2:
A proposal to approve the amendment to the Investment Management Trust
Agreement, dated
For Against Abstentions 3,931,888 29,937 700 Proposal 3:
For the approval the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of Proposals 1 and 2.
For Against Abstentions 3,824,923 136,804 798
Following the Meeting, the Company filed an amendment to its amended and
restated certificate of incorporation with the
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 3.1 Third Amendment to Amended and Restated Certificate of Incorporation ofBreeze Holdings Acquisition Corp. , datedMarch 10, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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