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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): May 17, 2022

 

 

ANGEL POND HOLDINGS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-40382   N/A

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

950 Third Avenue, 25th Floor  
New York, NY   10022
(Address of principal executive offices)   (Zip Code)

(212) 878-3702

(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:

 

☐

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

Symbols

  

Name of each exchange

on which registered

Units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-third of one redeemable warrant   POND.U   New York Stock Exchange
Class A ordinary shares, par value $0.0001 per share   POND   New York Stock Exchange
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share   POND WS   New York Stock Exchange

☒      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).

☐       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 1.01

Entry into a Material Definitive Agreement.

On May 17, 2022, Angel Pond Holdings Corporation (the “Company”) entered into an indemnity agreement (the “Agreements”) with Samuel L. Milbank (the “Indemnitee”). The Agreement indemnifies the Indemnitee for actions taken during the period the Indemnitee serves and has served the Company.

The description of the Agreement in this Item 1.01 is qualified in its entirety by reference to the terms of the Agreements, which is filed as Exhibit 10.13 hereto and is incorporated herein by reference.

 

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 17, 2022, the board of directors of the Company (the ‘”Board”) by unanimous written consent appointed Samuel L. Milbank as a Director of the Board. Mr. Milbank will replace Theodore T. Wang as a member of the audit committee of the Board.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Form 8-K:

 

Exhibit
No.		    Description of Exhibits
10.13    An Indemnity Agreement, dated May 17, 2022, between the Company and Samuel L. Milbank.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

 

    Angel Pond Holdings Corporation
Date: May 17, 2022     By:  

/s/ Theodore Wang

    Name:   Theodore Wang
    Title:   Chief Executive Officer
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