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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): December 18, 2023

 

Zalatoris Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41143   86-1837862
(State of other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

99 Wall Street, Suite 5801, New York, New York   10005
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (917) 675-3106

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement 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:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Units, each consisting of one share of Class A Common Stock and one-half of one redeemable Public Warrant   TCOA.U   New York Stock Exchange
Class A Common Stock, $0.0001 par value per share   TCOA   New York Stock Exchange
Redeemable Public Warrants, each exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share   TCOA.WS   New York Stock Exchange

 

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).

 

Emerging growth company ☒

 

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 8.01. Other Events.

 

Postponement of Annual Meeting of Stockholders; Reopening of Period to Submit Shares of Class A Common Stock for Redemption.

 

On December 7, 2023, Zalatoris Acquisition Corp. (“Zalatoris” or the “Company”) filed a Definitive Proxy Statement on Schedule 14A (the “Proxy Statement”) with respect to its annual meeting of stockholders to be held on Monday, December 18, 2023 at 8:00 a.m. EST (the “Annual Meeting”) to vote upon certain proposals (collectively, the “Stockholder Approval Matters”).

 

Zalatoris is postponing the Annual Meeting to 10:00 a.m. EST on Friday, December 29, 2023.

 

Zalatoris is also reopening the period during which holders of its Class A common stock can submit their shares for redemption in connection with the Annual Meeting until 5:00 p.m. EST on Thursday, December 28, 2023.

 

Additional Information and Where to Find It

 

As discussed above, the Company filed the Proxy Statement with the SEC and delivered to its stockholders. This document does not contain all the information that should be considered concerning the Stockholder Approval Matters and is not intended to form the basis of any investment decision or any other decision in respect of the Stockholder Approval Matters. The Company’s stockholders and other interested persons are advised to readthe Proxy Statement and the amendments thereto and other documents filed in connection with the Stockholder Approval Matters, as these materials will contain important information about the Company and Stockholder Approval Matters. The Proxy Statement and other relevant materials for the Stockholder Approval Matters were mailed to stockholders of the Company as of the record date to be established for voting on theStockholder Approval Matters. Stockholders will also be able to obtain copies of the the Proxy Statement and other documents filed with the SEC, without charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to: Zalatoris Acquisition Corp., 99 Wall Street, Suite 5801, New York, NY 10005.

 

No Offer or Solicitation

 

This Current Report on Form 8-K is for informational purposes only and is not intended to and shall not constitute a proxy statement or the solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Stockholder Approval Matters and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote of approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

 

1

 

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit Number   Description of Exhibit
104   Cover Page Interactive Data File (embedded with the Inline XRBL document).

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Zalatoris Acquisition Corp.
     
Date: December 18, 2023 By: /s/ Paul Davis
    Paul Davis
    Chief Executive Officer

 

 

3

 

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Entity Address, Address Line One 99 Wall Street
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Security Exchange Name NYSE
Class A Common Stock, $0.0001 par value per share  
Title of 12(b) Security Class A Common Stock, $0.0001 par value per share
Trading Symbol TCOA
Security Exchange Name NYSE
Redeemable Public Warrants, each exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share  
Title of 12(b) Security Redeemable Public Warrants, each exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share
Trading Symbol TCOA.WS
Security Exchange Name NYSE
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