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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): January 23, 2025
LanzaTech Global, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-40282 | | 92-2018969 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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8045 Lamon Avenue, Suite 400 Skokie, Illinois | | 60077 |
(Address of principal executive offices) | | (Zip Code) |
(847) 324-2400
(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 is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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☐ | Pre-commencements 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:
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Title of each class | | Trading Symbols | | Name of each exchange on which registered |
Common Stock, par value $0.0001 per share | | LNZA | | The Nasdaq Stock Market LLC |
Redeemable Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 | | LNZAW | | The Nasdaq Stock Market LLC |
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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). |
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☐ | 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
d) Appointment of Director
On January 23, 2024, the Board of Directors (the “Board”) of LanzaTech Global, Inc. (the “Company”), increased the size of the Board by one director from seven to eight directors and elected Mr. Reyad Fezzani to fill the vacancy created by the increase in the number of directors.
Mr. Fezzani has been Chairman and CEO of Regenerate Power LLC. With over 30 years of leadership in global energy markets and renewable energy innovation, Fezzani’s extensive experience in large-scale project development and operational execution is expected to provide critical insights as LanzaTech continues its commercial growth trajectory and advances the deployment of its carbon recycling technologies.
There are no arrangements or understandings between Mr. Fezzani and the Company related to his election as a director of the Board. In addition, the Board undertook a review of the independence of Mr. Fezzani and affirmatively determined that Mr. Fezzani is independent in accordance with the NYSE standards.
A copy of the Company’s January 23, 2025 press release is attached to this current report on Form 8-K as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit Number | | Description |
99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
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: January 23, 2025
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LANZATECH GLOBAL, INC. |
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By: | | /s/ Joseph Blasko |
Name: | | Joseph Blasko |
Title: | | General Counsel and Corporate Secretary |