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| Why am I receiving this Proxy Statement? | | | This Proxy Statement and the enclosed proxy card are being sent to you in connection with the solicitation of proxies by the Board for use at the Special Meeting. This Proxy Statement summarizes the information that you need to make an informed decision on the proposals to be presented at the Special Meeting. | |
| | | | We are a blank check company formed in Delaware on January 28, 2021, for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar Business Combination with one or more businesses. In May 2021, we consummated our IPO from which we derived gross proceeds of approximately $171.6 million in the aggregate. Like most blank check companies, our Charter provides for the return of our IPO proceeds held in trust to the holders of shares of common stock sold in our IPO if there is no qualifying Business Combination(s) consummated on or before a certain date (in our case, May 25, 2023). | |
| | | | On | |
| What is being voted on? | | | You are being asked to vote on two proposals: 1. Extension Amendment Proposal: a proposal to amend the Company’s Charter to (i) extend the date by which the Company must consummate | |
| | | | defined below) from May 25, 2023 to the Extended Date, and (ii) permit the Company’s Board, in its sole discretion, to elect to wind up the Company’s operations on an earlier date than the Extended Date as determined by the Board and included in a public announcement; and |
2. Adjournment Proposal: a proposal to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment Proposal, or to provide additional time to effectuate the Extension. | | ||||
| Why is the Company proposing the Extension Amendment Proposal? | | | Our Charter provides for the return of our IPO proceeds held in the Trust Account to the holders of shares of common stock sold in our IPO if there is no qualifying The purpose of the Extension Amendment Proposal is to allow us additional time to complete | |
| | | | Account and dissolve in accordance with applicable law and to redeem all Public Shares on a specified date following the filing of the amended Charter and prior to the Extended Date, after taking into account various factors, including, but not limited to, the prospect of consummating |
You are not being asked to vote on Our Charter provides that if our stockholders approve an amendment to our Charter that would affect the substance or timing of our obligation to redeem 100% of our Public Shares if we do not complete our Business Combination before May 25, 2023, we will provide our Public Stockholders with the opportunity to redeem their Public Shares upon such approval at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest (which interest shall be net of taxes payable), divided by the number of then outstanding Public Shares. Our Board recommends that you vote in favor of the Extension Amendment Proposal. Our Board expresses no opinion as to whether you should redeem any of your Public Shares. | | ||||
| Why is the Company proposing the Adjournment Proposal? | | | If the Adjournment Proposal is not approved by our stockholders, our Board may not be able to adjourn the Special Meeting to a later date in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment Proposal, or to provide additional time to effectuate the Extension. | |
| When would the Board abandon the Extension Amendment Proposal? | | | Our Board will abandon the Extension if our stockholders do not approve the Extension Amendment Proposal. Further, the Company will not proceed with the Extension if the number of redemptions of our Public Shares causes the Company to have less than $5,000,001 of net tangible assets following approval of the Extension Amendment Proposal. | |
| Do I have redemption rights? | | | In connection with the Extension Amendment Proposal, Public Stockholders may elect to redeem all or a portion of their Public Shares for a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest (which interest shall be net of taxes payable), divided by the number of then outstanding Public Shares, regardless of whether such Public Stockholders vote for or against the Extension | |
| | | | Amendment Proposal and regardless of whether they hold Public Shares on the Record Date. However, the Company may not redeem our Public Shares in an amount that would cause our net tangible assets to be less than $5,000,001. If the Extension Amendment Proposal is approved by the requisite vote of stockholders, then the Withdrawal Amount will be withdrawn from the Trust Account and paid to the redeeming Public Stockholders with respect to the portion of Public Shares that were validly redeemed as described in the section “How do I |
redeem my Public Shares?” and the remaining holders of Public Shares will retain the opportunity to have their remaining Public Shares redeemed in conjunction with the consummation of In addition, if the Extension Amendment Proposal is approved and the Extension is implemented, the Company shall deposit or cause to be deposited | | ||||
| How do I redeem my Public Shares? | | | If the Extension is implemented, each Public Stockholder may seek to redeem all or a portion of his or her Public Shares at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including any interest earned on the Trust Account deposits (which interest shall be net of taxes payable), divided by the number of then outstanding Public Shares. Pursuant to our Charter, a Public Stockholder may request that the Company redeem all or a portion of such Public Stockholder’s Public Shares for cash if the Extension Amendment Proposal is approved and the Extension is implemented. You will be entitled to receive cash for any Public Shares to be redeemed only if you: (a) hold Public Shares or (b) hold Public Shares through units and you elect to separate your units into the underlying Public Shares and public warrants (“Public Warrants”) prior to exercising your redemption rights with respect to all or a portion of your Public Shares; and prior to 5:00 p.m. Eastern Time, on May | |
| | | | 10004, Attn: Attn: SPAC Redemption Team (e-mail: spacredemptions@continentalstock.com), that the Company redeem all or a portion of your Public Shares for cash and (b) deliver those of your Public Shares being redeemed to the transfer agent, physically or electronically through The Depository Trust Company (the “DTC”). Holders of units must elect to separate the underlying Public Shares and Public Warrants prior to exercising redemption rights |
with respect to the Public Shares. If holders hold their units in an account at a brokerage firm or bank, holders must notify their broker or bank that they elect to separate the units into the underlying Public Shares and Public Warrants, or if a holder holds units registered in its own name, the holder must contact the transfer agent directly and instruct it to do so. Public Stockholders may elect to redeem all or a portion of their Public Shares regardless of whether they vote for or against the Extension Amendment Proposal and regardless of whether they hold Public Shares on the Record Date. If you hold your shares through a bank or broker, you must ensure your bank or broker complies with the requirements identified herein, including submitting a written request that all or a portion of your shares be redeemed for cash to the transfer agent and delivering those of your shares being redeemed to the transfer agent prior to 5:00 p.m. Eastern Time on May Through DTC’s DWAC System, this electronic delivery process can be accomplished by the stockholder, whether or not it is a record holder or its shares are held in “street name,” by contacting the transfer agent or its broker and requesting delivery of its shares through the DWAC system. Delivering shares physically may take significantly longer. In order to obtain a physical stock certificate, a stockholder’s broker and/or clearing broker, DTC, and the Company’s transfer agent will need to act together to facilitate this request. There is a nominal cost associated with the above-referenced tendering process and the act of certificating the shares or delivering them through the DWAC system. The transfer agent will typically charge the tendering broker $100 and the broker would determine whether or not to pass this cost on to the redeeming holder. It is the Company’s understanding that stockholders should generally allot at least two weeks to obtain physical certificates from the transfer agent. The Company does not have any control over this process or over the brokers or DTC, and it may take longer than two weeks to obtain a physical stock certificate. Such stockholders will have less time to make their investment decision than those stockholders that deliver their shares through the DWAC system. Stockholders who request physical stock certificates and wish to redeem may be unable to meet the deadline for tendering their shares before exercising their redemption rights and thus will be unable to redeem their shares. | |
| | | | Certificates that have not been tendered in accordance with these procedures at least two business days prior to the scheduled vote on the Extension Amendment Proposal will not be redeemed for cash held in the Trust Account. In the event that a Public Stockholder tenders its shares and decides prior to the redemption deadline, or thereafter with our consent, that it does not want to redeem its shares, the stockholder may request that our transfer agent return the shares (physically or electronically). You may make such request by contacting our transfer agent at the address listed |
above. In the event that a Public Stockholder tenders shares and the Extension Amendment Proposal is not approved, these shares will not be redeemed and the physical certificates representing these shares will be returned to the stockholder promptly following the determination that the Extension Amendment Proposal will not be approved. The transfer agent will hold the certificates of Public Stockholders that elect to redeem their Public Shares until such shares are redeemed for cash or returned to such stockholders. | | ||||
| How are the funds in the Trust Account currently being held? | | | With respect to the regulation of special purpose acquisition companies (each a “SPAC”), on March 30, 2022, the SEC issued proposed rules (the “SPAC Rule Proposals”) relating to, among other items, the extent to which SPACs could become subject to regulation under the Investment Company Act of 1940, as amended (the “Investment Company Act”), including a proposed rule that would provide SPACs a safe harbor from treatment as an investment company if they satisfy certain conditions that limit a SPAC’s duration, asset composition, business purpose and activities. There is currently uncertainty concerning the applicability of the Investment Company Act to a SPAC that has not entered into a definitive agreement for In addition, even prior to the 24-month anniversary of the effective date of the registration statement relating to our IPO, we may be deemed to be an investment company. The longer that the funds in the Trust Account are held in short-term U.S. government | |
| | | | securities or in money market funds invested exclusively in such securities, even prior to the 24-month anniversary, there is a greater risk that we may be considered an unregistered investment company, in which case we may be required to liquidate. Accordingly, we may determine, in our discretion, to instruct the trustee to deposit the remaining funds held in the Trust Account into a bank deposit account at any time, even prior to the 24-month anniversary. For more information, see the section entitled “Risk Factors — If we are deemed to be an investment company for |
purposes of the Investment Company Act, we may be forced to abandon our efforts to complete | | ||||
| If I do not redeem my shares now, would I still be able to vote on | | | Yes. If you do not redeem all of your shares in connection with the Extension Amendment Proposal, then, assuming you are a stockholder as of the | |
| How do the Graf Insiders intend to vote their shares? | | | The Sponsor and all of our directors, executive officers and their respective affiliates are expected to vote any common stock over which they have voting control (including any Public Shares owned by them) in favor of the Extension Amendment Proposal and the Adjournment Proposal, if presented. Currently, the Graf Insiders own 20% of our issued and outstanding shares of common stock. | |
| What vote is required to adopt the proposals? | | | The approval of the Extension Amendment Proposal will require the affirmative vote of holders of at least 65% of our outstanding shares of common stock on the Record Date. Accordingly, in addition to the Founder Shares, the Company will need 9,653,345 Public Shares, or 45% of the outstanding shares of common stock, to vote in favor of the Extension Amendment Proposal to approve such proposal. The approval of the Adjournment Proposal will require the affirmative vote of a majority of the votes cast by stockholders represented in person (including virtually) or by proxy at the Special Meeting. Accordingly, in addition to the Founder Shares, the Company will need 6,435,564 Public Shares, or 30% of the outstanding shares of common stock, if all shares of common stock are present at the Special Meeting, and the affirmative vote of 1,072,595 Public Shares, or 5% of the outstanding shares of common stock, if only such shares as are required to establish a minimum quorum are present at the Special Meeting, to vote in favor of the Adjournment Proposal to approve each of such proposals. | |
| What if I don’t want to vote “FOR” the Extension Amendment Proposal? | | | If you do not want the Extension Amendment Proposal to be approved, you must abstain, not vote, or vote “AGAINST” such | |
| | | | proposal. You will be entitled to redeem all or a portion of your Public Shares for cash in connection with this vote whether or not you vote on the Extension Amendment Proposal so long as you elect to redeem those of your Public Shares being redeemed for a pro rata portion of the funds available in the Trust Account in connection with the Extension by following the instructions included elsewhere in this Proxy Statement. If the Extension Amendment Proposal is approved, and the Extension is implemented, then the Withdrawal Amount will be withdrawn |
from the Trust Account and paid to the redeeming Public Stockholders. | | ||||
| What happens if the Extension Amendment Proposal is not approved? | | | Our Board will abandon the Extension if our stockholders do not approve the Extension Amendment Proposal. In addition, the Company will not proceed with the Extension if the number of redemptions of our Public Shares causes the Company to have less than $5,000,001 of net tangible assets following approval of the Extension Amendment Proposal. If the Extension Amendment Proposal or any future extension amendment proposals are not implemented and we have not consummated There will be no distribution from the Trust Account with respect to our warrants which will expire worthless in the event we wind up. In the event of a liquidation, the Graf Insiders will not receive any monies held in the Trust Account as a result of their ownership of the Founder Shares. | |
| If the Extension Amendment Proposal is approved, what happens next? | | | If the Extension Amendment Proposal is approved, the Company will file an amendment to the Charter with the Secretary of State of the State of Delaware in the form of Annex A hereto. The Company will remain a reporting company under the Exchange Act, and its units, common stock, and warrants will remain publicly traded. The Company will continue to attempt to consummate | |
| | | | If the Extension Amendment Proposal is approved, the removal of the Withdrawal Amount from the Trust Account with respect to the redeemed Public Shares will reduce the amount remaining in the Trust Account and increase the percentage interest of the Company’s common stock held by Graf Insiders through the Founder Shares. In addition, if the Extension Amendment Proposal is approved and the Extension is implemented, the Company shall deposit or |
cause the Extension Deposit to be deposited into the Trust Account. The Extension Deposit is conditioned upon the implementation of the Extension. The Extension Deposit will not occur if the Extension Amendment Proposal is not approved, or the Extension is not completed. | | ||||
| When and where is the Special Meeting? | | | The Special Meeting will be held at | |
| How do I attend the Special Meeting? | | | If you are a registered stockholder, you received a proxy card from the Company’s transfer agent, Continental Stock Transfer & Trust Company. The proxy card contains instructions on how to attend the Special Meeting, including the URL address, along with your 12-digit control number. You will need your control number for access. If you do not have your control number, contact Continental Stock Transfer & Trust Company by phone at 917-262-2373, or by email at proxy@continentalstock.com. Beneficial investors who hold shares through a bank, broker or other intermediary, will need to contact them and obtain a legal proxy in order to attend the virtual Special Meeting in person. Once you have your legal proxy, contact Continental Stock Transfer & Trust Company to have a control number generated. Continental Stock Transfer & Trust Company contact information is as follows: by phone at 917-262-2373, or by email at proxy@continentalstock.com. Please allow up to 72 hours prior to the Special Meeting for processing your control number. If you do not have internet capabilities, you can listen only to the Special Meeting by dialing 1-800-450-7155 (toll-free) within the U.S. and Canada, or +1-857-999-9155 (standard rates apply) outside of the U.S. and Canada. When prompted, enter the | |
| How do I vote? | | | If you are a holder of record of common stock, including those shares held as a constituent part of our units, you may vote virtually at the Special Meeting or by submitting a proxy for the Special Meeting. Whether or not you plan to attend the Special Meeting virtually, the Company urges you to vote by proxy to ensure your vote is counted. You may submit your proxy by completing, signing, dating and returning the enclosed proxy card in the accompanying pre-addressed postage paid envelope. You may still attend the Special Meeting and vote virtually if you have already voted by proxy. |
If your shares of common stock, including those shares held as a constituent part of our units, are held in “street name” by a broker or other agent, you have the right to direct your broker or other agent on how to vote the shares in your account. You are also invited to attend the Special Meeting. However, since you are not the stockholder of record, you may not vote your shares virtually at the Special Meeting unless you request and obtain a valid proxy from your broker or other agent. | | ||||
| How do I change or revoke my vote? | | | If you have submitted a proxy to vote your shares and wish to change your vote, you may do so by delivering a later-dated, signed proxy card prior to the date of the Special Meeting or by voting virtually at the Special Meeting. Attendance at the Special Meeting alone will not change your vote. You also may revoke your proxy by sending a notice of revocation to the Company at 1790 Hughes Landing Blvd., Suite 400, The Woodlands, Texas 77380, Attn: Secretary. Please note, however, that if on the Record Date, your shares were held not in your name, but rather in an account at a brokerage firm, custodian bank, or other nominee, then you are the beneficial owner of shares held in “street name” and these proxy materials are being forwarded to you by that organization. You must follow the instructions included in the materials you receive. | |
| How are votes counted? | | | Votes will be counted by the inspector of election appointed for the Special Meeting, who will separately count “FOR” and “AGAINST” votes and abstentions. The Extension Amendment Proposal must be approved by the affirmative vote of at least 65% of the outstanding shares as of the Record Date of our common stock. Accordingly, a Company stockholder’s failure to vote by proxy or to vote online at the Special Meeting or an abstention or broker non-vote with respect to the Extension Amendment Proposal will have the same effect as a vote “AGAINST” each such proposal. The approval of the Adjournment Proposal requires the affirmative vote of a majority of the votes cast by stockholders represented in person (including virtually) or by proxy. Because a failure to vote, an abstention, or a broker non-vote is not a vote cast with respect to such proposal, a Company stockholder’s failure to vote by proxy or to vote online at the Special Meeting, or its abstention, or a broker non-vote, will have no effect on the outcome of any vote on the Adjournment Proposal. | |
| If my shares are held in “street name,” will my broker automatically vote them for me? | | | No. Under the rules of various national and regional securities exchanges, your broker, bank, or nominee cannot vote your shares with respect to non-discretionary matters unless you provide instructions on how to vote in accordance with the information and procedures provided to you by your broker, bank, or nominee. We believe all the proposals presented to the stockholders will be considered non-discretionary and therefore your broker, bank, or nominee cannot vote your shares without your instruction. Your bank, broker, or other nominee can vote your shares only if you provide instructions on how to vote. You should instruct your broker to vote your shares in accordance with directions you provide. If your shares are held by your broker as your nominee, |
which we refer to as being held in “street name”, you may need to obtain a proxy form from the institution that holds your shares and follow the instructions included on that form regarding how to instruct your broker to vote your shares. | | ||||
| Will the Company have to pay the 1% Excise Tax under the IR Act on redemptions by the Company of Public Shares in connection with the Extension Amendment Proposal? | | | We are a “covered corporation” for purposes of the On December 27, 2022, the Treasury (as defined below) published Notice 2023-2, which provided clarification on some aspects of the application of the Excise Tax, including with respect to some transactions in which SPACs typically engage. In the notice, the Treasury appears to have intended to exempt from the To mitigate the current uncertainty surrounding the | |
| What happens if I sell my Public Shares or units before the Special Meeting? | | | The | |
| What is a quorum requirement? | | | A quorum of stockholders is necessary to hold a valid meeting. Holders of a majority in voting power of our common stock on the Record Date issued and outstanding and entitled to vote at the Special Meeting, present in person (including virtually) or represented by proxy, constitute a quorum. Your shares will be counted towards the quorum only if you submit a valid proxy (or one is submitted on your behalf by your broker, bank or other nominee) or if you vote online at the Special Meeting. Abstentions will be counted towards the quorum requirement. In the absence of a quorum, the chairman of the meeting has power to adjourn the Special Meeting. As of the Record Date for the Special Meeting, 10,725,938 shares of our common stock would be required to achieve a quorum. | |
| Who can vote at the Special Meeting? | | | Only holders of record of our common stock at the close of business on Stockholder of Record: Shares Registered in Your Name. If on the Record Date your shares were registered directly in your name with our transfer agent, Continental Stock Transfer & Trust Company, then you are a stockholder of record. As a stockholder of record, you may vote online at the Special Meeting or vote by proxy. Whether or not you plan to attend the Special Meeting online, we urge you to fill out and return the enclosed proxy card to ensure your vote is counted. Beneficial Owner: Shares Registered in the Name of a Broker or Bank. If on the Record Date your shares were held, not in your name, but rather in an account at a brokerage firm, bank, dealer, or other similar organization, then you are the beneficial owner of shares held in “street name” and these proxy materials are being forwarded to you by that organization. As a beneficial owner, you have the right to direct your broker or other agent on how to vote the shares in your account. You are also invited to attend the Special Meeting. However, since you are not the stockholder of record, you may not vote your shares online at the Special Meeting unless you request and obtain a valid proxy from your broker or other agent. | |
| Does the Board recommend voting for the approval of the Extension Amendment Proposal and the Adjournment Proposal? | | | Yes. After careful consideration of the terms and conditions of these proposals, our Board has determined that the Extension Amendment Proposal and, if presented, the Adjournment Proposal are in the best interests of the Company and its stockholders. The Board recommends that our stockholders vote | |
| | | | “FOR” the Extension Amendment Proposal and the Adjournment Proposal. | |
| What interests do the Company’s Sponsor, directors and officers have in the approval of the proposals? | | | The Graf Insiders have interests in the proposals that may be different from, or in addition to, your interests as a stockholder. These interests include ownership of 4,290,375 Founder Shares (purchased for $25,000) and 4,721,533 private placement warrants (purchased for approximately $7.1 million), which would expire worthless if See the section entitled “The Extension Amendment Proposal — Interests of the Company’s Directors and Executive Officers”. | |
| Will you seek any further extensions to the time period in which the Company must complete | | | Other than the extension to the Extended Date as described in this Proxy Statement, the Company does not currently anticipate seeking any further extension to the time period in which it must complete | |
| Do I have appraisal rights? | | | Our stockholders do not have appraisal rights in connection with any of the proposals being submitted for vote at the Special Meeting under the DGCL. | |
| What do I need to do now? | | | We urge you to read carefully and consider the information contained in this Proxy Statement, including Annex A, and to consider how the proposals will affect you as our stockholder. You should then vote as soon as possible in accordance with the instructions provided in this Proxy Statement and on the enclosed proxy card. | |
| What should I do if I receive more than one set of voting materials? | | | You may receive more than one set of voting materials, including multiple copies of this Proxy Statement and multiple proxy cards or voting instruction cards, if your shares are registered in more than one name or are registered in different accounts. For example, if you hold your shares in more than one brokerage account, you will receive a separate voting instruction card for each brokerage account in which you hold shares. Please complete, sign, date and return each proxy card and voting instruction card that you receive in order to cast a vote with respect to all of your Company shares. | |
| Who is paying for this proxy solicitation? | | | We will pay for the entire cost of soliciting proxies from our working capital. We have engaged Morrow Sodali to assist in the solicitation of proxies for the Special Meeting. We have agreed to pay Morrow Sodali a fee of | |
| Where do I find the voting results of the Special Meeting? | | | We will announce preliminary voting results at the Special Meeting. The final voting results will be tallied by the inspector of election and published in the Company’s Current Report on Form 8-K, which the Company is required to file with the SEC within four business days following the Special Meeting. | |
| Who can help answer my questions? | | | If you have questions about the proposals or if you need additional copies of the Proxy Statement or the enclosed proxy card you should contact our proxy solicitor, Morrow Sodali, at (800) 662-5200 (toll free) or by email at GFOR.info@investor.morrowsodali.com. You may also contact us at: Graf Acquisition Corp. IV 1790 Hughes Landing Blvd., Suite 400 The Woodlands, Texas 77380 You may also obtain additional information about the Company from documents filed with the SEC by following the instructions in the section entitled “Where You Can Find More Information”. | |
NAME AND ADDRESS OF BENEFICIAL OWNER(1) | | NUMBER OF SHARES BENEFICIALLY OWNED(2) | | APPROXIMATE PERCENTAGE OF OUTSTANDING COMMON STOCK | | | NUMBER OF SHARES BENEFICIALLY OWNED(2) | | APPROXIMATE PERCENTAGE OF OUTSTANDING COMMON STOCK | | ||||||||||||||||
Directors, Executive Officers and Founders | | | | 4,210,375 | | | | | 19.63% | | | | | | | | | | | | | | ||||
James A. Graf(3) | | | | 4,217,175 | | | | | 19.66% | | | | | | 4,217,175 | | | | | 19.66% | | | ||||
Anthony A. Kuznik | | | | — | | | | | — | | | | | | — | | | | | — | | | ||||
Sabrina McKee | | | | — | | | | | — | | | | | | — | | | | | — | | | ||||
Sterling Cross | | | | — | | | | | — | | | |||||||||||||||
A.B. Cruz III | | | | 20,000 | | | | | * | | | | | | 20,000 | | | | | * | | | ||||
Alexandra Lebenthal | | | | 20,000 | | | | | * | | | | | | 20,000 | | | | | * | | | ||||
Jeanne L. Manischewitz | | | | 20,000 | | | | | * | | | | | | 20,000 | | | | | * | | | ||||
Edwin J. Rigaud | | | | 20,000 | | | | | * | | | | | | 20,000 | | | | | * | | | ||||
All executive officers, directors and director as a group (8 individuals) | | | | 4,297,175 | | | | | 20.00% | | | |||||||||||||||
All executive officers, directors and director as a group (7 individuals) | | | | 4,297,175 | | | | | 20.00% | | | |||||||||||||||
Five Percent Holders | | | | — | | | | | — | | | | | | — | | | | | — | | | ||||
Graf Acquisition Partners IV LLC(3) | | | | 4,210,375 | | | | | 19.63% | | | | | | 4,210,375 | | | | | 19.63% | | | ||||
Adage Capital Partners(4) | | | | 1,350,000 | | | | | 6.29% | | | | | | 1,350,000 | | | | | 6.29% | | |