Current Report Filing (8-k)
August 16 2022 - 3:02PM
Edgar (US Regulatory)
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2022-08-10
2022-08-10
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2022-08-10
2022-08-10
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2022-08-10
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COLIU:WarrantsEachWholeWarrantExercisableForOneShareOfClassaCommonStockEachAtExercisePriceOf11.50PerShareMember
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
August 16, 2022 (August 10, 2022)
COLICITY INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-40095 |
|
85-3526440 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
2300 Carillon Point
Kirkland, WA 98033
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including area
code: (425) 278-7100
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
Units, each consisting of one share of Class A common stock and one-fifth of one redeemable warrant |
|
COLIU |
|
The Nasdaq Capital Market |
Class A common stock, par value $0.0001 per share |
|
COLI |
|
The Nasdaq Capital Market |
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share |
|
COLIW |
|
The Nasdaq Capital Market |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 10, 2022, Steve
Ednie informed Colicity Inc. (the “Company”) that he is resigning from his position as Chief Financial Officer of the Company,
effective August 15, 2022, to pursue another business opportunity. Concurrent with his resignation from his position with the Company,
Mr. Ednie resigned from his position as the Chief Financial Officer of Pendrell Corporation, the parent of Colicity’s sponsor.
On August 15, 2022, the Board
of Directors of the Company appointed Joseph J. Viraldo as Chief Financial Officer of Colicity, commencing immediately. Mr. Viraldo will
also serve as Colicity’s principal financial and accounting officer.
Mr. Viraldo, age 39, has
an extensive background in domestic and international accounting and tax matters, and currently serves as Director of Tax for Pendrell
Corporation where he has worked since 2012. Mr. Viraldo began his professional career at Deloitte Tax LLP in the Lead Tax Services group.
He holds M.S. and B.A. degrees in Accounting from Michigan State University and is a licensed Certified Public Accountant in the State
of Washington.
As an employee of Pendrell
Corporation, Mr. Viraldo’s compensation is included in the $10,000 per month administrative services fee the Company pays to an
affiliate of the Company’s sponsor.
SIGNATURES
Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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COLICITY INC. |
|
|
|
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By: |
/s/ Craig O. McCaw |
|
Name: |
Craig O. McCaw |
|
Title: |
Chief Executive Officer and President
(Principal Executive Officer) |
Date: August 16, 2022 |
|
|
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