TWC Tech Holdings II Corp. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Financial Statements and Exhibits
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On August 27, 2021, TWC Tech Holdings II Corp. (the “Company”) held its 2021 annual meeting of stockholders (the “Annual Meeting”). A quorum was present at the meeting, as required by the Company’s Bylaws. The immediately following charts set forth the number of votes cast for and against, and the number of abstention votes and broker non-votes, with respect to each matter voted upon by the stockholders.
Proposal 1 – The Merger Proposal
The stockholders approved the Merger Proposal by the affirmative vote of a majority of the votes cast by holders of outstanding Public Shares represented at the Special Meeting.
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||||||||||
| 50,005,894 | 2,948,552 | 36,900 | 0 | |||||||||||
Proposal 2 – The Amended Articles Proposal
The stockholders approved the Amended Articles to be effective upon the consummation of the Business Combination.
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||||||||||
| 50,005,893 | 2,948,553 | 36,900 | 0 | |||||||||||
| Item 7.01 | Regulation FD Disclosure. |
On August 27, 2021, the Company and Cellebrite DI, Ltd. (“Cellebrite”) jointly issued a press release announcing the closing of their previously announced merger. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated by reference herein.
The information in this Item 7.01 and Exhibit 99.1 attached hereto 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 liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, regardless of any general incorporation language in such filings.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated August 27, 2021. |
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.
| TWC Tech Holdings II Corp. | ||
| Date: August 27, 2021 | By: | /s/ Rufina A. Adams |
| Name: | Rufina A. Adams | |
| Title: | Chief Financial Officer | |