--- schema_version: "secwatch.filing_event.v1" accession: "0001663577-23-000376" form_type: "8-K" ticker: null cik: "0001843248" company_name: "Global System Dynamics, Inc." filed_at: "2023-08-09T23:59:59+00:00" generated_at: "2026-06-11T23:20:14.194485+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # GSD extends DarkPulse merger deadline to Feb 2024; 866k shares redeemed for ~$9.5M ## Summary - Business combination deadline extended from Aug 9, 2023 to Feb 9, 2024 via Amendment No. 1 to the BCA. - Stockholders approved charter amendment allowing up to six monthly extensions at special meeting Aug 7, 2023. - 866,088 public shares redeemed at ~$10.97 each for aggregate ~$9.5M; trust reduced to ~$5.2M. - After redemptions, 477,066 public shares remain outstanding. - Formal charter amendment filed Aug 9, 2023 to enable the extension. ## SEC filing metadata - accession: 0001663577-23-000376 - form_type: 8-K - cik: 0001843248 - company_name: Global System Dynamics, Inc. - filed_at: 2023-08-09T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 1.01, 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/gsd8k_080723.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001663577-23-000376 - JSON: https://secwatch.observer/filing/0001663577-23-000376.json - Plain text: https://secwatch.observer/filing/0001663577-23-000376.txt ## Key facts - Governance Changes Global System Dynamics, Inc.: Extended the date by which the company must consummate a business combination up to six additional months, from August 9, 2023 to February 9, 2024 (effective 2023-08-09). - Change: charter amendment - Effective: 2023-08-09 source text: On August 9, 2023, the Company filed with the Secretary of State of the State of Delaware an amendment (the “Extension Amendment”) to the Company’s amended and restated certificate of incorporation to extend the date by which the Company must consummate a Business Combination up to six times, each by an additional month, for an aggregate of six additional months (i.e. from August 9, 2023 up to February 9, 2024) or such earlier date as determined by the board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm - Material Agreements Global System Dynamics, Inc. amended Amendment No. 1 to the Business Combination Agreement with DarkPulse, Inc. (effective 2023-08-08). - Action: amendment - Agreement: merger - Counterparty: DarkPulse, Inc. - Effective: 2023-08-08 source text: On or about August 8, 2023, the parties to the Business Combination Agreement entered into Amendment No. 1 to the Business Combination Agreement (the “Amendment”) pursuant to which the parties agreed to extend the date by the parties must consummate the Business Combination, or otherwise have the right to terminate the Business Combination Agreement, from August 9, 2023 to February 9, 2024, without any right of extension. evidence_url: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm - Material Agreements Global System Dynamics, Inc. entered into Business Combination Agreement with DarkPulse, Inc. (effective 2022-12-14). - Action: entry - Agreement: merger - Counterparty: DarkPulse, Inc. - Effective: 2022-12-14 source text: on December 14, 2022, Global System Dynamics, Inc., a Delaware corporation (the “Company”), entered into an Business Combination Agreement (as amended, and as it may be further amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among the Company, Zilla Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Company (the “Merger Sub”) and DarkPulse, Inc., a Delaware corporation (“DarkPulse”). evidence_url: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm - Shareholder Votes Global System Dynamics, Inc. shareholders approved To approve and adopt the Extension Amendment proposal. at the 2023-08-07 meeting. - Outcome: passed - Meeting: 2023-08-07 source text: The final vote tabulation for each proposal is set forth below. Proposal 1. To approve and adopt the Extension Amendment proposal. For Against Abstained 3,291,918 36 1 evidence_url: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm - Shareholder Votes Global System Dynamics, Inc. shareholders approved To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment proposal. at the 2023-08-07 meeting. - Outcome: passed - Meeting: 2023-08-07 source text: Proposal 2. To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment proposal. For Against Abstained 3,288,034 3,920 1 evidence_url: https://www.sec.gov/Archives/edgar/data/1843248/000166357723000376/0001663577-23-000376-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.