Current Report Filing (8-k)
19 November 2021 - 10:08PM
Edgar (US Regulatory)
NY false 0001811882 0001811882 2021-11-18 2021-11-18 0001811882 us-gaap:CommonClassBMember 2021-11-18 2021-11-18 0001811882 us-gaap:WarrantMember 2021-11-18 2021-11-18
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): November 18, 2021
Pershing Square Tontine Holdings, Ltd.
(Exact name of registrant as specified in charter)
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Delaware
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001-39396
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83-0930174
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(State or other jurisdiction
of incorporation)
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Commission
File number
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(I.R.S. Employer
Identification Number)
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787 Eleventh Avenue, Ninth Floor
New York, New York
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10019
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(Address of principal executive offices)
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(Zip Code)
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(212) 813-3700
(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-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:
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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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PSTH
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New York Stock Exchange
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Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $23.00
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PSTH.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 ☒
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 7.01
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Regulation FD Disclosure
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On November 18, 2021, Pershing Square Tontine Holdings, Ltd. (the “Company”) released an excerpt from the transcript of Pershing Square Capital Management, L.P.’s third quarter 2021 investor call, during which the Company was discussed. A copy of the excerpt is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
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Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits. The following exhibit is 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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Pershing Square Tontine Holdings, Ltd.
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Date: November 19, 2021
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By:
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/s/ William A. Ackman
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Name:
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William A. Ackman
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Title:
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Chief Executive Officer, Chairman of the Board of Directors
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