---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-269847"
form_type: "8-K"
ticker: null
cik: "0001838108"
company_name: "RMG Acquisition Corp. III"
filed_at: "2022-10-27T23:59:59+00:00"
generated_at: "2026-06-23T00:11:38.329359+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.35
calibrated_materiality_score: 0.35
confidence: "high"
source: SEC EDGAR
---

# Director Gregory resigns; RMG III loses Nasdaq independent board majority, gets cure period

## Summary
- Director W. Grant Gregory resigned from Board and Nominating Committee effective Oct 21, 2022.
- Resignation left Board without majority independent directors, violating Nasdaq Rule 5605(b)(1).
- Nasdaq notified the company on Oct 26, 2022 of non-compliance; cure period until Oct 21, 2023.
- Mr. Gregory's resignation was not due to any dispute with the company.
- Company intends to timely regain compliance with Nasdaq listing rules.

## SEC filing metadata
- accession: 0001193125-22-269847
- form_type: 8-K
- cik: 0001838108
- company_name: RMG Acquisition Corp. III
- filed_at: 2022-10-27T23:59:59+00:00
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.35
- calibrated_materiality_score: 0.35
- confidence: high
- sec_items: 3.01, 5.02
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1838108/000119312522269847/0001193125-22-269847-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1838108/000119312522269847/d252606d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-269847
- JSON: https://secwatch.observer/filing/0001193125-22-269847.json
- Plain text: https://secwatch.observer/filing/0001193125-22-269847.txt

## Key facts
- Listing & Compliance Notices
  RMG Acquisition Corp. III received a nasdaq deficiency notice notice regarding board independence (rules 5605(b)(1)).
  - Exchange: nasdaq
  - Notice: deficiency notice
  - Deficiency: board independence
  - Rules: 5605(b)(1)
  source text: October 26, 2022, a notice from Nasdaq regarding its non-compliance with this rule. The Nasdaq notice stated that the Nasdaq Marketplace Rules have a cure period for the majority independent board requirement, which gives the Company until the earlier of the Company’s next annual meeting of shareholders or October 21, 2023 to regain compliance. The Company intends to timely regain compliance with the rule.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1838108/000119312522269847/0001193125-22-269847-index.htm
- Executive change
  W. Grant Gregory resigned as Director at RMG Acquisition Corp. III.
  - Action: resigned
  - Role: Director
  source text: On October 21, 2022, Mr. Gregory notified the Company of his decision to resign as a member of the Board and the Nominating and Corporate Governance Committee of the Board, effective as of October 21, 2022.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1838108/000119312522269847/0001193125-22-269847-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.