Current Report Filing (8-k)
December 08 2020 - 3:30PM
Edgar (US Regulatory)
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): December 7, 2020
Social Capital Hedosophia Holdings Corp.
VI
(Exact
name of registrant as specified in its charter)
Cayman
Islands
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001-39607
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98-1547322
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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317
University Ave, Suite 200
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Palo
Alto, CA
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94301
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(Address
of principal executive offices)
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(Zip Code)
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(650) 521-9007
(Registrant’s telephone number,
including area code)
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:
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¨
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencements communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Securities
Exchange Act of 1934:
Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which
registered
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Units, each consisting of one Class A ordinary share and one-fourth of one redeemable warrant
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IPOF.U
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New York Stock Exchange
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Class A ordinary shares, par value $0.0001 per share
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IPOF
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New York Stock Exchange
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Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
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IPOF WS
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New York Stock Exchange
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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 x
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. ¨
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
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On December 7, 2020, Sarah Leary was appointed to the board
of directors (the “Board”) of Social Capital Hedosophia Holdings Corp. VI (the “Company”).
Effective December 7, 2020, Ms. Leary was also appointed to the Board’s (i) Audit Committee, (ii) Compensation Committee
and (iii) Nominating and Corporate Governance Committee. The Board has determined that Ms. Leary is an independent director under
applicable Securities and Exchange Commission and New York Stock Exchange rules.
In connection with the appointment of Ms. Leary,
the Company entered into the following agreements:
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·
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A Letter Agreement, dated
December 7, 2020 (the “Letter Agreement”), between the Company and Ms. Leary, pursuant to which Ms. Leary has agreed
to: vote any Class A Ordinary Shares held by her in favor of the Company’s initial business combination; facilitate
the liquidation and winding up of the Company if an initial business combination is not consummated within the time period required
by its amended and restated memorandum and articles of association; and certain transfer restrictions with respect to the Company’s
securities.
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·
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An Indemnity Agreement, dated December 7, 2020 (the “Indemnity Agreement”), between the Company and Ms. Leary,
providing Ms. Leary contractual indemnification in addition to the indemnification provided for in the Company’s amended
and restated memorandum and articles of association.
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·
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A Director Restricted Stock Unit Award Agreement, dated December 7, 2020 (the “Director Restricted Stock Unit Award Agreement”),
between the Company and Ms. Leary, providing for the grant of 100,000 restricted stock units (“RSUs”) to Ms. Leary,
which grant is contingent on both the consummation of an initial business combination with the Company and a shareholder approved
equity plan. The RSUs will vest upon the consummation of such initial business combination and represent 100,000 Class A ordinary
shares of the Company that will settle on a date selected by the Company in the year following the year in which such consummation
occurs.
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The foregoing descriptions of the Letter Agreement, the Indemnity
Agreement and Director Restricted Stock Unit Award Agreement do not purport to be complete and are qualified in their entireties
by reference to the Letter Agreement, the Indemnity Agreement and Director Restricted Stock Unit Award Agreement, copies of which
are attached as Exhibits 10.1, 10.2 and 10.3, respectively, and are incorporated herein by reference.
Other than the foregoing, Ms. Leary is not party to any arrangement
or understanding with any person pursuant to which she was appointed as a director, nor is she party to any transactions required
to be disclosed under Item 404(a) of Regulation S-K involving the Company.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits. The following exhibits are filed
with this Form 8-K:
SIGNATURE
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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Social Capital Hedosophia Holdings Corp. VI
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Date: December 8, 2020
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By:
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/s/ Chamath Palihapitiya
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Name: Chamath Palihapitiya
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Title: Chief Executive Officer
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