Graf Acquisition Corp. IV filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
On January 19, 2024, NKGen Biotech, Inc. (the “Company” and formerly known as Graf Acquisition Corp. IV (“Graf”)) and Seller (defined below) entered into an amendment (the “Amendment”) to the forward purchase agreement, dated as of September 26, 2023 (the “FPA”), initially among the Company, Graf Acquisition Corp. IV, (“Graf”), and Sandia Investment Management LP (“Sandia”) on behalf of the investors thereto (collectively, “Sellers”) for OTC Equity Prepaid Forward Transactions.
Pursuant to the Amendment, the Company and Sellers agreed to, among other things, increase (i) the Prepayment Shortfall (as defined in the Amendment) by $250,000, and (ii) the aggregate amount of the Shortfall Sales to equate to 120% of the Future Shortfall (as defined in the Amendment).
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Amendment to Forward Purchase Agreement, dated as of January 19, 2024, among NKGen and Sandia Investment Management LP on behalf of the investors thereto. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NKGEN BIOTECH, INC. | ||
| Date: January 22, 2024 | /s/ Paul Y. Song | |
| Name: | Paul Y. Song | |
| Title: | Chief Executive Officer | |
| (Principal Executive Officer) | ||