--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-209044" form_type: "8-K" ticker: "EMCGF" cik: "0001869601" company_name: "Embrace Change Acquisition Corp." filed_at: "2023-08-10T23:59:59+00:00" generated_at: "2026-06-11T19:25:43.791550+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.7 calibrated_materiality_score: 0.7 confidence: "high" source: SEC EDGAR --- # Embrace Change Acquisition Corp. extends combination deadline to Aug 12, 2024 with monthly extension payments ## Summary - Shareholders approved up to 12 monthly extensions from Aug 12, 2023 to Aug 12, 2024. - Each monthly extension requires deposit of lesser of $100,000 or $0.045 per outstanding public share. - 1,550,710 shares redeemed at the vote, leaving 8,138,038 ordinary shares outstanding. - Initial $100,000 deposited on Aug 10, 2023, extending deadline to Sep 12, 2023. - Removal of net tangible asset requirement approved to avoid penny stock classification. ## SEC filing metadata - accession: 0001193125-23-209044 - form_type: 8-K - ticker: EMCGF - cik: 0001869601 - company_name: Embrace Change Acquisition Corp. - filed_at: 2023-08-10T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.7 - calibrated_materiality_score: 0.7 - confidence: high - sec_items: 1.01, 5.03, 5.07, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/d514103d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-209044 - JSON: https://secwatch.observer/filing/0001193125-23-209044.json - Plain text: https://secwatch.observer/filing/0001193125-23-209044.txt ## Key facts - Governance Changes Embrace Change Acquisition Corp.: Approved special resolution to remove the net tangible asset requirement from the Articles of Association by adopting a second amended and restated memorandum and articles of association (effective 2023-08-09). - Change: charter amendment - Effective: 2023-08-09 source text: as a special resolution, an amendment to the Articles of Association to remove the net tangible asset requirement from the Articles of Association in order to expand the methods that Embrace Change may employ so as not to become subject to the “penny stock” rules of the Securities and Exchange Commission by deleting the Articles of Association in its entirety and substitute it with the second amended and restated memorandum and articles of association of Embrace Change evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - Governance Changes Embrace Change Acquisition Corp.: Approved special resolution to extend the Combination Period from the Termination Date to the Extended Date by adopting a second amended and restated memorandum and articles of association (effective 2023-08-09). - Change: charter amendment - Effective: 2023-08-09 source text: as a special resolution, giving the Company the right to extend the Combination Period from the Termination Date to the Extended Date (the “ Extension Amendment Proposal ”) by deleting the Articles of Association in its entirety and substitute it with the second amended and restated memorandum and articles of association of Embrace Change evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - Material Agreements Embrace Change Acquisition Corp. amended amendment to investment management trust agreement with Continental Stock Transfer & Trust Company valued at extension of combination period from August 12, 2023 to August 12, 2024 with monthly extension payme (effective 2023-08-09). - Action: amendment - Counterparty: Continental Stock Transfer & Trust Company - Value: extension of combination period from August 12, 2023 to August 12, 2024 with monthly extension payme - Effective: 2023-08-09 source text: On August 9, 2023, as approved by its shareholders at an extraordinary general meeting held on August 9, 2023 (the “ Extraordinary General Meeting ”), Embrace Change Acquisition Corp. (the “ Company ” or “ Embrace Change ”), and its trustee, Continental Stock Transfer & Trust Company (the “ Trustee ”), signed an amendment to the investment management trust agreement dated as of August 9, 2022 (the “ Trust Agreement ”), to give the Company the right to extend the date by which Embrace Change must consummate a business combination (the “ Combination Period ”) twelve (12) times for an additional one (1) month each time, from August 12, 2023 (i.e. the end of 12 months from the consummation of its initial public offering, the “ Termination Date ”) to August 12, 2024 (the “ Extended Date ”), by depositing into the trust account (the “ Trust Account ”) the lessor of $100,000 or $0.045 per outstanding public share for each one-month extension (the “ Extension Payment ”), as approved by the Com evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - Shareholder Votes Embrace Change Acquisition Corp. shareholders approved Extension Amendment Proposal at the 2023-08-09 meeting. - Outcome: passed - Meeting: 2023-08-09 source text: The Extension Amendment Proposal received the following votes: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,161,995 294,668 0 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - Shareholder Votes Embrace Change Acquisition Corp. shareholders approved NTA Requirement Amendment Proposal at the 2023-08-09 meeting. - Outcome: passed - Meeting: 2023-08-09 source text: The NTA Requirement Amendment Proposal received the following votes: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,161,995 294,668 0 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm - Shareholder Votes Embrace Change Acquisition Corp. shareholders approved Trust Agreement Amendment Proposal at the 2023-08-09 meeting. - Outcome: passed - Meeting: 2023-08-09 source text: The Trust Agreement Amendment Proposal received the following votes: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,161,995 294,668 0 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1869601/000119312523209044/0001193125-23-209044-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.