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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Item 8.01 Other Events.
On November 14, 2022, Alight, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”), among the Company, Alight Holding Company, LLC, certain funds affiliated with Blackstone Inc., Jasmine Ventures Pte. Ltd., Platinum Falcon B 2018 RSC Ltd. and certain funds affiliated with New Mountain Capital (collectively, the “Selling Stockholders”) and J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC, as representatives of the several underwriters named therein (collectively, the “Underwriters”). The Underwriting Agreement relates to the previously announced underwritten secondary public offering of 20,000,000 shares of the Company’s Class A common stock by the Selling Stockholders at a public offering price of $7.75 per share. In connection with the offering, the Selling Stockholders have granted the Underwriters a 30-day option to purchase up to 3,000,000 additional shares of the Company’s Class A common stock. The Company is not selling any shares of Class A common stock in the offering and will not receive any proceeds from the offering. The offering was made pursuant to the Company’s registration statement on Form S-1 (Registration No. 333-258350), as amended, initially filed with the Securities and Exchange Commission on August 2, 2021. The Company expects the offering to settle and close on or about November 17, 2022, subject to customary closing conditions.
The foregoing summary is qualified by reference to the Underwriting Agreement, which is filed as an exhibit to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Number | Description | |
| 1.1 | Underwriting Agreement dated as of November 14, 2022 among Alight, Inc., Alight Holding Company, LLC, certain selling stockholders named therein and J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC, as representatives of the underwriters. | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL Document). | |
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.
| Date: November 16, 2022 | Alight, Inc. | |||||
| /s/ John A. Mikowski | ||||||
| John A. Mikowski, Executive Vice President and Deputy General Counsel | ||||||