--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-105043" form_type: "8-K" ticker: null cik: "0001848020" company_name: "Black Mountain Acquisition Corp." filed_at: "2023-04-18T23:59:59+00:00" generated_at: "2026-06-17T00:53:22.149076+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # BMAC stockholders approve extension; 22.6M shares redeemed for ~$235.7M ## Summary - Stockholders approved extending business combination deadline to June 18, 2023, with optional monthly extensions to Dec 18, 2023. - Sponsor deposited $320,000 into trust for initial extension; promissory note issued, convertible into warrants at $1 each. - Holders of 22,656,774 shares redeemed for ~$235.7M ($10.40/share), reducing trust to ~$106M. - Charter amended to allow additional extensions and remove penny stock redemption limitation. - All four proposals passed with >90% approval; voting turnout 80.12% of outstanding shares. ## SEC filing metadata - accession: 0001193125-23-105043 - form_type: 8-K - cik: 0001848020 - company_name: Black Mountain Acquisition Corp. - filed_at: 2023-04-18T23:59:59+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 2.03, 3.02, 5.03, 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/d493128d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-105043 - JSON: https://secwatch.observer/filing/0001193125-23-105043.json - Plain text: https://secwatch.observer/filing/0001193125-23-105043.txt ## Key facts - Debt Financings Black Mountain Acquisition Corp. incurred loan of $320,000 with Black Mountain Sponsor LLC maturing due and payable upon the earlier to occur of (i) the date on which the Company consummates a merger, capital stock exchange, asset acquisition, stock purchase,. - Instrument: loan - Principal: $320,000 - Counterparty: Black Mountain Sponsor LLC - Maturity: due and payable upon the earlier to occur of (i) the date on which the Company consummates a merger, capital stock exchange, asset acquisition, stock purchase, - Event: incurrence source text: On April 14, 2023, Black Mountain Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) to Black Mountain Sponsor LLC (the “Sponsor”) in the principal amount of $320,000 evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Governance Changes Black Mountain Acquisition Corp.: Amended charter to extend business combination deadline and remove redemption limitation (effective 2023-04-17). - Change: charter amendment - Effective: 2023-04-17 source text: As approved by the Company’s stockholders at the Special Meeting, the Company filed the Amended Charter with the Secretary of State of the State of Delaware on April 17, 2023 in order to implement the Initial Extension and the Additional Extension Option and to remove the Redemption Limitation (as defined below). evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Material Agreements Black Mountain Acquisition Corp. entered into Promissory Note with Black Mountain Sponsor LLC valued at $320,000 (effective 2023-04-14). - Action: entry - Counterparty: Black Mountain Sponsor LLC - Value: $320,000 - Effective: 2023-04-14 source text: On April 14, 2023, Black Mountain Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) to Black Mountain Sponsor LLC (the “Sponsor”) in the principal amount of $320,000 evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Material Agreements Black Mountain Acquisition Corp. entered into Amended and Restated Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2023-04-17). - Action: entry - Counterparty: Continental Stock Transfer & Trust Company - Effective: 2023-04-17 source text: the Company and Continental Stock Transfer & Trust Company entered into the Amended and Restated Investment Management Trust Agreement, dated as of April 17, 2023 (the “AR IMTA”) evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Shareholder Votes Black Mountain Acquisition Corp. shareholders approved Trust Amendment Proposal - adopt amended trust agreement at the 2023-04-14 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-04-14 source text: The stockholders approved and adopted the AR IMTA to reflect the New Termination Date and the Additional Extension Option evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Shareholder Votes Black Mountain Acquisition Corp. shareholders approved Extension Amendment Proposal - extend business combination deadline at the 2023-04-14 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-04-14 source text: The stockholders approved and adopted the Amended Charter to (i) extend the date by which the Company has to consummate an Initial Business Combination from April 18, 2023 to the New Termination Date evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Shareholder Votes Black Mountain Acquisition Corp. shareholders approved Adjournment Proposal - adjourn special meeting if necessary at the 2023-04-14 meeting. - Outcome: passed - Meeting: 2023-04-14 source text: The stockholders approved the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm - Shareholder Votes Black Mountain Acquisition Corp. shareholders approved Redemption Limitation Proposal - eliminate redemption limitation at the 2023-04-14 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-04-14 source text: The stockholders approved and adopted the Amended Charter to eliminate (i) the limitation that the Company shall not redeem its Public Stock to the extent that such redemption would result in the Class A Common Stock, or the securities of any entity that succeeds the Company as a public company, becoming “penny stock” evidence_url: https://www.sec.gov/Archives/edgar/data/1848020/000119312523105043/0001193125-23-105043-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.