Zalatoris shareholders approve charter amendments to extend SPAC deadline; ~$37M redeemed

Zalatoris Acquisition Corp.

Stockholders approved extending SPAC deadline up to 11 months to Nov 14, 2024, via $100k monthly deposits by sponsor.
Holders of 3,465,997 Class A shares redeemed for ~$37M at ~$10.67/share, reducing trust to ~$31.75M.
First extension payment of $100k deposited on Jan 16, 2024, extending deadline to Feb 14, 2024.
Approved conversion of Class B shares to Class A at any time prior to business combination (previously only at closing).
Board action by written consent now permitted, adding flexibility for business combination.

item 3.03 item 5.03 item 5.07 item 8.01 item 9.01

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 0.9

Zalatoris Acquisition Corp.: Stockholders approved and the Company filed an amendment to the certificate of incorporation (the 'Charter Amendment') that (A) extended the deadline for completing a business combination by allowing monthly extensions through November 14, 2024, (B) allowed holders of Class B common stock to convert (effective 2024-01-12).

Change: charter amendment
Effective: 2024-01-12

Exact text from the filing

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. At a virtual special meeting of Stockholders pursuant to due notice held on January 12, 2024, at 10:00 a.m. ET (the “ Special Meeting ”), the Stockholders approved an amendment to its current certificate of incorporation (the “ Charter Amendment ”) at the Special Meeting, changing (A) the structure and cost of the Company’s right to extend the date (each such date, the “ Deadline Date ”) by which the Company must liquidate its trust account (the “ Trust Account ”) if the Company has not completed its initial business combination (the “ business combination ”; such proposal in (A), the “ Extension Amendment Proposal ”), and (B) the right of the holders of the Company’s Class B common stock, par value $0.0001 per share (the “ Class B Common Stock ” or “ Founder Shares ”) to convert such shares of Class B Common Stock into shares of Class A Common Stock, par value $0.0001 per share (“ Class A Common Stock

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Zalatoris Acquisition Corp. shareholders approved Action by Written Consent Amendment Proposal at the 2024-01-12 meeting.

Outcome: passed
Meeting: 2024-01-12

Exact text from the filing

Proposal 2B – Action by Written Consent Amendment Proposal The Stockholders approved the Action by Written Consent Amendment Proposal, and the following is a tabulation of the voting results: Common Stock : Votes For Votes Against Abstentions Broker Non-Votes 6,820,348 (95.9%) 344,816 (4.1%) - -

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Zalatoris Acquisition Corp. shareholders approved Extension Amendment Proposal at the 2024-01-12 meeting.

Outcome: passed
Meeting: 2024-01-12

Exact text from the filing

Proposal 1 - Extension Amendment Proposal The Stockholders approved the Extension Amendment Proposal, and the following is a tabulation of the voting results: Common Stock : Votes For Votes Against Abstentions Broker Non-Votes 6,694,201 (93.4%) 470,963 (6.6%) - -

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Zalatoris Acquisition Corp. shareholders approved Founder Share Amendment Proposal at the 2024-01-12 meeting.

Outcome: passed
Meeting: 2024-01-12

Exact text from the filing

Proposal 2A – Founder Share Amendment Proposal The Stockholders approved the Founder Share Proposal, and the following is a tabulation of the voting results: Common Stock : Votes For Votes Against Abstentions Broker Non-Votes 7,165,163 (99.9%) 1 (0.1%) - -

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Source: SEC EDGAR

accession 0001213900-24-003911

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