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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 15, 2023, Harry L. You, an officer and a member of the Board of Directors (the “Board”) of dMY Squared Technology Group, Inc. (the “Company”), notified the Company of his decision to resign as Co-Chief Executive Officer of the Company, effective immediately, in order to reduce his time commitment and avoid overboarding concerns under proxy advisor and other institutional investor policies. Mr. You’s decision to resign as an officer of the Company was not the result of any disagreement with the Board, other officers of the Company or relating to the Company’s operations, policies or practices. The Company thanks Mr. You for his commitment and service as Co-Chief Executive Officer. A copy of Mr. You’s resignation letter is filed as Exhibit 17.1 to this Current Report on Form 8-K.
Harry L. You will continue to serve as member and chairman of the Board.
Niccolo de Masi will continue to serve as the sole officer of the Company and the Board has modified his title to “Chief Executive Officer.”
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On March 15, 2023, the Board approved and adopted, effective immediately, the Company’s Amended and Restated Bylaws (as amended and restated, the “Bylaws”). The amendments to the Bylaws include modifications to Section 6.7 relating to the description of the role of Co-Chief Executive Officer further to the resignation of Harry L. You as Co-Chief Executive Officer and Niccolo de Masi continuing to serve as sole officer of the Company.
The foregoing summary of the amendments to the Company’s Bylaws is qualified in all respects by reference to the text of the Bylaws, a copy of which is filed as Exhibit 3.4 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description of Exhibits | |
| 3.4 | Amended and Restated Bylaws of DMY Squared Technology Group, Inc. | |
| 17.1 | Letter from Harry L. You, dated March 15, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document | |
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.
| DMY SQUARED TECHNOLOGY GROUP, INC. | ||||||
| By: | /s/ Niccolo de Masi | |||||
| Name: | Niccolo de Masi | |||||
| Title: | Chief Executive Officer | |||||
| Date: March 15, 2023 | ||||||