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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/09/21 American Virtual Cloud Techs, Inc 8-K:5 4/05/21 1:23K EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 16K
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 5, 2021
American
Virtual Cloud Technologies, Inc.
(Exact Name of registrant as Specified in Charter)
| Delaware (State or other jurisdiction of incorporation) |
001-38167 (Commission File Number) |
81-2402421 (IRS Employer Identification No.) | |
1720
Peachtree Street, Suite 629 (Address of principal executive offices) |
30309 (Zip code) | ||
(404)
239-2863 Not
Applicable | |||
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.0001 per share | AVCT | The Nasdaq Stock Market LLC | ||
| Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 | AVCTW | 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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2).
Emerging growth company ☒
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 5.07. Submission of Matters to a Vote of Security Holders.
At the special meeting of stockholders of American Virtual Cloud Technologies, Inc. (the “Company”) held on April 5, 2021 (the “Special Meeting”), the Company’s stockholders (1) approved, for purposes of complying with the Nasdaq Listing Rules, the issuance of shares of the Company’s common stock underlying securities issued by the Company in connection with the Company’s acquisition of the Kandy Communications business, in an amount equal to 20% or more of the Company’s common stock outstanding, and (2) approved, for purposes of complying with the Nasdaq Listing Rules, the issuance of shares of the Company’s common stock underlying securities issued or issuable by the Company pursuant to a securities purchase agreement dated December 1, 2020, in an amount equal to 20% or more of the Company’s common stock outstanding. The final voting results for each proposal submitted to a vote are set forth below:
PROPOSAL 1: Approval, for purposes of complying with the Nasdaq Listing Rules, the issuance of shares of the Company’s common stock underlying securities issued by the Company in connection with the Company’s acquisition of the Kandy Communications business, in an amount equal to 20% or more of the Company’s common stock outstanding.
| Votes For | Votes Against | Abstentions | ||
| 14,729,518 | 15,274 | 6,921 |
PROPOSAL 2: Approval, for purposes of complying with the Nasdaq Listing Rules, the issuance of shares of the Company’s common stock underlying securities issued or issuable by the Company pursuant to a securities purchase agreement dated December 1, 2020, in an amount equal to 20% or more of the Company’s common stock outstanding.
| Votes For | Votes Against | Abstentions | ||
| 14,729,558 | 15,274 | 6,881 |
C:
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| AMERICAN VIRTUAL CLOUD TECHNOLOGIES, INC. | |||
| By: | /s/ Thomas King | ||
| Name: | Thomas H. King | ||
| Title: | Chief Financial Officer | ||
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 4/9/21 | |||
| For Period end: | 4/5/21 | DEF 14A | ||
| 12/1/20 | 3, 4, 8-K, 8-K/A | |||
| List all Filings | ||||