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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/22/23 Lucid Group, Inc. 8-K:8 2/20/23 10:184K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 29K 5: R1 Cover HTML 46K 8: XML IDEA XML File -- Filing Summary XML 11K 6: XML XBRL Instance -- tm237398d1_8k_htm XML 14K 7: EXCEL IDEA Workbook of Financial Reports XLSX 8K 3: EX-101.LAB XBRL Labels -- lcid-20230220_lab XML 96K 4: EX-101.PRE XBRL Presentations -- lcid-20230220_pre XML 64K 2: EX-101.SCH XBRL Schema -- lcid-20230220 XSD 12K 9: JSON XBRL Instance as JSON Data -- MetaLinks 25± 34K 10: ZIP XBRL Zipped Folder -- 0001104659-23-023905-xbrl Zip 15K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): i February 20, 2023
(Exact name of registrant as specified in its charter)
| i Delaware | i 001-39408 | i 85-0891392 | |
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | |
| i 7373 Gateway Boulevard i Newark, i CA (Address of Principal Executive Offices) |
i 94560 (Zip Code) | ||
| Registrant’s telephone number, including area code: ( i 510) i 648-3553 | |||
| (Former name or former address, if changed since last report.) | |||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| i Class A Common Stock, $0.0001 par value per share | i LCID | i The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 8.01 | Other Events. |
As Lucid Group, Inc. (the “Company”) previously announced on its Form 8-K filed on February 6, 2023, the Company filed a petition on January 31, 2023 in the Delaware Court of Chancery (the “Court of Chancery”) under 8 Del. C. §205, or Section 205 of the Delaware General Corporation Law (the “Petition”) in order to resolve potential uncertainty with respect to the Company’s capitalization resulting from a recent Court of Chancery ruling. The Court of Chancery set a hearing date for February 20, 2023.
On February 20, 2023, the hearing took place and the Court of Chancery approved the Company’s request for relief. The Court of Chancery then entered an order under 8 Del. C. §205 on February 21, 2023 (1) declaring the Company’s current certificate of incorporation (the “Current Certificate of Incorporation”), including the filing and effectiveness thereof, as validated and effective retroactive to the date of its filing with the Office of the Secretary of State of the State of Delaware on July 23, 2021, and all amendments effected thereby and (2) ordering that the Company’s securities (and the issuance of the securities) described in the Petition and any other securities issued in reliance on the validity of the Current Certificate of Incorporation are validated and declared effective, each as of the original issuance dates.
C:
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: February 21, 2023 | Lucid Group, Inc. | |
| By: | /s/ Sherry House | |
|
Chief Financial Officer | ||
C:
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 2/22/23 | |||
| Filed on: | 2/21/23 | |||
| For Period end: | 2/20/23 | |||
| 2/6/23 | 8-K | |||
| 1/31/23 | 8-K | |||
| 7/23/21 | 25, 3, 4, 425, 8-A12B, CERT | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/02/23 Lucid Group, Inc. 424B2 1:914K Toppan Merrill/FA 6/01/23 Lucid Group, Inc. 424B5 5/31/23 1:914K Toppan Merrill/FA 5/08/23 Lucid Group, Inc. S-8 5/08/23 4:70K Toppan Merrill/FA 5/08/23 Lucid Group, Inc. S-3 4:650K Toppan Merrill/FA |