PROXY STATEMENT SUPPLEMENT
December 14, 2022
To the Stockholders of
OPY Acquisition Corp. I:
This is a supplement (this “Supplement”) to the definitive proxy statement of OPY Acquisition
Corp. I (the “Company”), dated December 1, 2022 (the “Proxy Statement”), that was sent to you in connection with the Company’s special meeting in lieu of the 2022 annual meeting of stockholders scheduled
for 9:00 a.m., Eastern Time, on December 20, 2022, virtually, at https://www.cstproxy.com/opyacquisitioncorpi/2022 (the “special meeting”).
At the special meeting, the Company’s stockholders will be asked to consider and vote upon (i) a proposal to amend the
Company’s amended and restated certificate of incorporation (the “Charter”) to extend the date by which the Company has to consummate an initial business combination (the “Charter Amendment Proposal”) from
April 29, 2023 (the “Original Termination Date”) to October 30, 2023 (the “New Termination Date” and the proposal, the “Extension Proposal”); (ii) for the holders of Class B common
stock only, a proposal to re-elect the five members of our board of directors, each to serve until the 2023 annual meeting or until their successors are elected and qualified (the “Director Proposal”); and (iii) a proposal to
approve one or more adjournments of the special meeting if requested by the Chairman of the special meeting (the “Adjournment Proposal”).
Taxes
The Company has
filed this Supplement with the Securities and Exchange Commission to advise stockholders that the Company will not use any trust proceeds, including interest income, to pay for any excise taxes that may come due in connection with the redemption of
its securities.
Under the terms of the Investment Management Agreement, dated October 26, 2021, between the Company and Continental
Stock Transfer & Trust Company, the Company is entitled to withdraw from the Trust Account interest to cover any tax obligation, including any franchise tax obligation, as a result of assets of the Company or interest or other income earned
on the trust fund. The Company expects to continue to withdraw interest to cover any such obligation but will not use it for any excise tax obligation.
Investment of Trust Funds
The Company is also advising stockholders that it intends to keep the funds in the Trust Account invested as currently invested until the
earlier of the completion of an initial business combination or the New Termination Date.
General Information
The Company would like to remind its stockholders that only holders of record of the Company’s common stock at the close of business on
November 29, 2022, which is the record date for the special meeting, are entitled to notice of the special meeting and to vote and have their votes counted at the special meeting and any adjournments or postponements of the special meeting. As
of the close of business on November 29, 2022, there were 15,812,500 shares of common stock issued and outstanding and entitled to vote. Each share is entitled to one vote per share at the special meeting with the exception that only the
holders of shares of the Class B common stock may vote with respect to the Director Proposal.
All holders of public shares, regardless of
whether they vote for or against the Charter Amendment Proposal or do not vote at all, may elect to convert their public shares into their pro rata portion of the trust account if the Charter Amendment Proposal is implemented. To exercise your
redemption rights, you must demand in writing