---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-026715"
form_type: "8-K"
ticker: null
cik: "0001832950"
company_name: "Kernel Group Holdings, Inc."
filed_at: "2023-08-04T23:59:59+00:00"
generated_at: "2026-06-12T06:23:13.071974+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Kernel Group Holdings shareholders approve charter and trust amendments; extends deadline to Sept 5, 2023

## Summary
- Shareholders approved amendments to extend deadline by up to six one-month extensions to Feb 5, 2024.
- First extension obtained by depositing $150k into trust, pushing deadline from Aug 5 to Sept 5, 2023.
- 1,310,929 public shares redeemed at ~$10.42/share for aggregate ~$13.6M; trust balance remains ~$65.4M.
- Extension payment per month is lesser of $150k or $0.04 per outstanding public share.

## SEC filing metadata
- accession: 0001493152-23-026715
- form_type: 8-K
- cik: 0001832950
- company_name: Kernel Group Holdings, Inc.
- filed_at: 2023-08-04T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 5.03, 2.03, 3.03, 5.07, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1832950/000149315223026715/0001493152-23-026715-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1832950/000149315223026715/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-026715
- JSON: https://secwatch.observer/filing/0001493152-23-026715.json
- Plain text: https://secwatch.observer/filing/0001493152-23-026715.txt

## Key facts
- Governance Changes
  Kernel Group Holdings, Inc.: Shareholders approved an amendment to the Amended and Restated Memorandum and Articles of Association to allow the company to extend the termination date for its business combination by up to six one-month extensions to February 5, 2024, with specified deposit requirements (effective 2023-08-03).
  - Change: charter amendment
  - Effective: 2023-08-03
  source text: The shareholders of the Company approved the Amendment to the Amended and Restated Memorandum and Articles of Association of the Company (the “ Charter Amendment ”) at the August 3, 2023 Shareholders Meeting, changing the structure and cost of the Company’s right to extend the date (the “ Termination Date ”) by which the Company must (i) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving the Company and one or more businesses (a “business combination”), (ii) cease its operations if it fails to complete such business combination, and (iii) redeem or repurchase 100% of the Company’s Class A ordinary shares included as part of the units sold in the Company’s initial public offering that closed on February 5, 2021 (the “ IPO ”) which is currently August 5, 2023 unless extended.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1832950/000149315223026715/0001493152-23-026715-index.htm
- Shareholder Votes
  Kernel Group Holdings, Inc. shareholders approved Extension Amendment Proposal - to change the structure and cost of the Company's right to extend the date by which the Company must consummate a business combination, cease operations if it fails to complete such business combination, and redeem or repurchase 100% of the Company's Class A ordinary s at the 2023-08-03 meeting.
  - Proposal: merger approval
  - Outcome: passed
  - Meeting: 2023-08-03
  source text: Non-Votes 13,088,532 476,104 – – Proposal 2 - Trust Amendment Proposal The Shareholders approved the proposal to amend the Company’s Trust Agreement with Continental (the “ Trust Amendment Proposal ”),
  evidence_url: https://www.sec.gov/Archives/edgar/data/1832950/000149315223026715/0001493152-23-026715-index.htm
- Shareholder Votes
  Kernel Group Holdings, Inc. shareholders approved Trust Amendment Proposal - to amend the Company's Trust Agreement with Continental to conform the procedures by which the Company may extend the date on which Continental must liquidate the Trust Account if the Company has not completed its initial business combination to the procedures in the Chart at the 2023-08-03 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2023-08-03
  source text: Non-Votes 13,088,532 476,104 – – Proposal 2 - Trust Amendment Proposal The Shareholders approved the proposal to amend the Company’s Trust Agreement with Continental (the “ Trust Amendment Proposal ”),
  evidence_url: https://www.sec.gov/Archives/edgar/data/1832950/000149315223026715/0001493152-23-026715-index.htm

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