UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
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The Stock Market LLC | ||||
The Stock Market LLC | ||||
The Stock Market LLC |
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 21, 2022, Tuscan Holdings Corp. II (“Tuscan”) held a special meeting of stockholders (“Meeting”). An aggregate of 5,458,832 shares of Tuscan’s common stock, which represents a quorum of the outstanding common stock entitled to vote as of the record date of May 24, 2022, were represented in person or by proxy at the Meeting.
Tuscan’s stockholders voted on the following proposal at the Meeting, which was approved:
(1) Proposal No. 1 — The Extension Amendment Proposal — a proposal to amend Tuscan’s amended and restated certificate of incorporation to extend the date by which Tuscan has to consummate a business combination from June 30, 2022 to December 31, 2022. The following is a tabulation of the votes with respect to this proposal, which was approved by Tuscan’s stockholders:
For | Against | Abstain | Broker Non-Votes | |||
5,457,594 | 1,238 | 0 | 0 |
Holders of an aggregate of 39,400 shares of Tuscan’s common stock exercised their right to redeem their shares for an aggregate of $407,192.13 in cash.
As previously disclosed, Tuscan Holdings Acquisition II LLC, Tuscan’s sponsor and an affiliate of Stephen A. Vogel, Tuscan’s Chief Executive Officer (“sponsor”), agreed that if the Extension Amendment Proposal was approved, it or its affiliates would lend to Tuscan $0.10 per share for first three months of the Extension and then $0.033 per share for each additional month of the Extension needed to consummate an initial business combination through the Extended Date for each public share that is not converted in connection with the stockholder vote to approve the Extension (such loans being referred to herein as the “Contributions”). Accordingly, prior to filing the amendment to Tuscan’s amended and restated certificate of incorporation to effectuate the extension described above, the sponsor will lend an aggregate of $261,810.10 to Tuscan for the first three months of the Extension and such funds will be deposited into Tuscan’s trust account.
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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.
Dated: June 27, 2022 | TUSCAN HOLDINGS CORP. II | |
By: | /s/ Stephen Vogel | |
Stephen Vogel | ||
Chief Executive Officer |
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