8-K
filed March 21, 2023, 7:59 PM ET
CIK 0001826671
M&A
confidence high
sentiment neutral
materiality 0.75
KludeIn I Acquisition Corp. stockholders approve business combination; merger to close March 22, shares to trade as NIR
Near Intelligence, Inc.
- All proposals passed with 4,519,430 for, 23,866 against, 4,529 abstain (no broker non-votes).
- Charter amendment removes the $5,000,001 net tangible asset limitation on share repurchases and business combination.
- Business combination expected to close on or about March 22, 2023.
- Post-closing company renamed Near Intelligence Holdings, Inc.; new tickers NIR and NIRW on Nasdaq from March 23.
- Directors elected: Anil Matthews, Ronald Steger, Kathryn T. Petralia, Mark N. Greene, Mini Krishnamoorthy.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
Near Intelligence, Inc.: Stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation to remove limitations on share repurchases and business combination related to net tangible assets (effective 2023-03-20).
- Change
- charter amendment
- Effective
- 2023-03-20
Exact text from the filing
At the Special Meeting, the Company’s stockholders approved (see Item 5.07 below), among other matters, an amendment (the “ Charter Amendment ”) to the Company’s Amended and Restated Certificate of Incorporation (the “ Charter ”). The Charter Amendment removes from the Charter (i) the limitation on share repurchases prior to the consummation of a business combination that would cause KludeIn’s net tangible assets (“ NTA ”) to be less than $5,000,001 following such repurchases, and (ii) the limitation that KludeIn shall not consummate a business combination if it would cause KludeIn’s NTA to be less than $5,000,001 either immediately prior or subsequent to the consummation of such business combination.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 3 – The Charter Proposal.
- Proposal
- charter amendment
- Outcome
- passed
Exact text from the filing
KludeIn’s stockholders approved Proposal 3. The votes cast were as follows: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 4A – The Advisory Governance Proposals.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal 4A: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 6 – The Equity Incentive Plan Proposal.
- Proposal
- equity plan
- Outcome
- passed
Exact text from the filing
KludeIn’s stockholders approved Proposal 6. The votes cast were as follows: For Against Abstain Broker Non-Votes 4,517,430 25,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 4E – The Advisory Governance Proposals.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal 4E: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 5 – The Nasdaq Proposal.
- Outcome
- passed
Exact text from the filing
KludeIn’s stockholders approved Proposal 5. The votes cast were as follows: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 2 – The Business Combination Proposal.
- Proposal
- merger approval
- Outcome
- passed
Exact text from the filing
KludeIn’s stockholders approved Proposal 2. The votes cast were as follows: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 1 – The NTA Proposal.
- Outcome
- passed
Exact text from the filing
KludeIn’s stockholders approved Proposal 1. The votes cast were as follows: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 4C – The Advisory Governance Proposals.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal 4C: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 7 – The Director Election Proposal.
- Proposal
- director election
- Outcome
- passed
Exact text from the filing
Proposal 7 – The Director Election Proposal KludeIn’s stockholders approved Proposal 7. The votes cast were as follows: Name For Withheld Anil Matthews 4,519,430 10 Ronald Steger 4,519,430 10 Kathryn T. Petralia 4,519,430 10 Mark N. Greene 4,519,430 10 Mini Krishnamoorthy 4,519,430 10
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 4B – The Advisory Governance Proposals.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal 4B: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Near Intelligence, Inc. shareholders approved Proposal 4D – The Advisory Governance Proposals.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal 4D: For Against Abstain Broker Non-Votes 4,519,430 23,866 4,529 0
View on SEC.gov
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