Current Report Filing (8-k)
19 December 2019 - 9:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
December 17, 2019
FINTECH ACQUISITION CORP. III
(Exact name of registrant as specified in its
charter)
Delaware
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001-38744
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82-0895994
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(State or other jurisdiction of incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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2929 Arch Street, Suite 1703
Philadelphia, PA
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19104
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (215) 701-9555
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 to the registrant under any of the following provisions:
¨
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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-commencement 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 Act:
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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Class A Common Stock, par value $0.0001 per share
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FTAC
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Nasdaq Capital Market
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Warrants, each to purchase one share of Class A Common Stock
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FTACW
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Nasdaq Capital Market
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Units, each consisting of one share of Class A Common Stock
and one- half of one Warrant
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FTACU
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Nasdaq Capital Market
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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. ¨
Item 5.07. Submission of Matters
to a Vote of Security Holders
The Annual Meeting of Stockholders of FinTech
Acquisition Corp. III ("we," "our" or the "Company") was held on December 17, 2019. At the
Annual Meeting, holders of the Company’s Class A common stock and holders of the Company’s Class B common
stock voted together as a single class, provided that holders of the Company’s Class B common stock had the exclusive right
to vote for the election of directors at the Annual Meeting. At the Annual Meeting, only those holders of shares of the Company’s
common stock at the close of business on October 24, 2019, the record date, were entitled to vote. As of the record date,
44,287,500 shares of the Company’s common stock were outstanding and entitled to vote, consisting of 35,430,000 shares
of Class A common stock and 8,857,500 shares of Class B common stock. The final results of the matters submitted to a vote
of stockholders at the Annual Meeting are as follows:
Proposal
1: Betsy Z. Cohen, Brittain Ezzes and Madelyn Antoncic were all elected to serve as Class I directors of the Company until
its 2021 Annual Meeting or until their successors are elected or appointed, subject to their earlier death, resignation or removal,
by the votes set forth below.
Nominee
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Votes for
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Votes against
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Abstentions
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Broker non-votes
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Betsy Z. Cohen
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8,857,500
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0
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0
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0
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Brittain Ezzes
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8,857,500
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0
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0
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0
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Madelyn Antoncic
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8,857,500
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0
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0
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0
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Proposal 2: The stockholders approved the
selection of WithumSmith+Brown, PC as the Company’s independent registered public accounting firm for the fiscal year ending
December 31, 2019, by the votes set forth below.
Votes for
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Votes against
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Abstentions
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38,168,321
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0
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0
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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.
Dated: December 18, 2019
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FINTECH ACQUISITION CORP. III
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By:
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/s/ James J. McEntee,
III
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Name:
Title:
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James
J. McEntee, III
President and Chief Financial Officer
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