--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-086614" form_type: "8-K" ticker: null cik: "0001827980" company_name: "Embark Technology, Inc." filed_at: "2023-08-02T23:59:59+00:00" generated_at: "2026-06-12T14:43:53.394520+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.95 calibrated_materiality_score: 0.95 confidence: "high" source: SEC EDGAR --- # Embark acquired by Applied Intuition for $2.88/share; stock delisted from Nasdaq ## Summary - Merger completed Aug 2, 2023; each share of common stock converted into $2.88 cash. - Outstanding options, RSUs, and warrants canceled for cash; warrants received $0.0091 each. - Trading of EMBK common stock and warrants suspended; Form 25 filed to delist from Nasdaq. - Board and officers replaced: Qasar Younis director/Treasurer, Peter Ludwig President/Secretary. - Prior directors and CEO/CTO resigned; charter and bylaws amended and restated. ## SEC filing metadata - accession: 0001104659-23-086614 - form_type: 8-K - cik: 0001827980 - company_name: Embark Technology, Inc. - filed_at: 2023-08-02T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.95 - calibrated_materiality_score: 0.95 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.03, 5.01, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/tm2322401d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-086614 - JSON: https://secwatch.observer/filing/0001104659-23-086614.json - Plain text: https://secwatch.observer/filing/0001104659-23-086614.txt ## Key facts - Executive change Qasar Younis was appointed as Treasurer at Embark Technology, Inc.. - Action: appointed - Role: Treasurer source text: Qasar Younis became the Treasurer of Embark. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Ian Robertson resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Elaine Chao resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Qasar Younis was appointed as Director at Embark Technology, Inc.. - Action: appointed - Role: Director source text: Qasar Younis became the director of Embark. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Penelope Herscher resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Patricia Chiodo resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Peter Ludwig was appointed as President and Secretary at Embark Technology, Inc.. - Action: appointed - Role: President and Secretary source text: Peter Ludwig became the President and Secretary of Embark evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Alex Rodrigues resigned as Chief Executive Officer at Embark Technology, Inc.. - Action: resigned - Role: Chief Executive Officer source text: Alex Rodrigues, who was the Chief Executive Officer of Embark prior to the Effective Time, resigned as Chief Executive Officer of Embark effective as of immediately prior to the Effective Time. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Pat Grady resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Alex Rodrigues resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Brandon Moak resigned as Chief Technology Officer at Embark Technology, Inc.. - Action: resigned - Role: Chief Technology Officer source text: Brandon Moak, who was the Chief Technology Officer of Embark prior to the Effective Time, resigned as Chief Technology Officer of Embark effective as of immediately prior to the Effective Time. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - Executive change Brandon Moak resigned as Director at Embark Technology, Inc.. - Action: resigned - Role: Director source text: The following persons, who were directors of Embark prior to the Effective Time, resigned as directors of Embark effective as of immediately prior to the Effective Time: Penelope Herscher, Pat Grady, Elaine Chao, Ian Robertson, Patricia Chiodo, Alex Rodrigues and Brandon Moak. evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm - M&A Transactions Embark Technology, Inc. underwent a change of control involving Applied Intuition, Inc. for $2.88 in cash (closed 2023-08-02). - Action: change of control - Counterparty: Applied Intuition, Inc. - Consideration: $2.88 in cash - Closing: 2023-08-02 source text: Pursuant to the Merger Agreement, at the effective time of the Merger (the “ Effective Time ”), each share of Class A common stock and Class B common stock of Embark, par value $0.0001 per share (collectively, the “ Common Stock ”), outstanding immediately prior to the Effective Time, was automatically converted into the right to receive $2.88 in cash, without interest thereon (the “ Per Share Price ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1827980/000110465923086614/0001104659-23-086614-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.