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GGGV G3 VRM Acquisition

Filed: 16 Aug 21, 9:30am

 

 

 

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

 

August 16, 2021

Date of Report (Date of earliest event reported)

 

G3 VRM Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-40565 85-2202109
(State or other jurisdiction
of incorporation) 
 (Commission File Number)  (I.R.S. Employer
Identification No.) 

 

420 Boylston Street, Suite 302

Boston, MA

 02116
(Address of Principal Executive Offices)  (Zip Code) 

 

Registrant’s telephone number, including area code: (617) 531-9911

 

N/A

(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

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which
registered
Common Stock GGGV The Nasdaq Stock Market LLC
Rights GGGVR The Nasdaq Stock Market LLC
Units GGGVU The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company x

 

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.

 

On August 16, 2021, G3 VRM Acquisition Corp., a Delaware corporation (the “Company”), announced that, commencing on August 17, 2021, the holders of Units issued in its initial public offering (the “Units”), each consisting of one share of Class A common stock of the Company, par value $0.0001 per share (the “Common Stock”), and one right (“Right”) to receive one-tenth (1/10) of a share of Common Stock upon the consummation of an initial business combination, may elect to separately trade shares of Common Stock and Rights included in the Units. The Units not separated will continue to trade on The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “GGGVU.” Shares of Common Stock and the Rights are expected to trade on Nasdaq under the symbols “GGGV” and “GGGVR,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into shares of Common Stock and Rights.

 

On August 16, 2021, the Company issued a press release announcing the commencement of separate trading of the Units, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

On August 14, 2021, the unexercised portion of the over-allotment option granted to the underwriters in the Company’s initial public offering expired. As a result, 218,500 shares of Class B common stock owned by G3 VRM Holdings LLC, the Company’s sponsor, have been forfeited.

 

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No. Description
   
99.1 Press Release, dated August 16, 2021

 

   
 

 

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.

 

 Dated: August 16, 2021
  
 G3 VRM ACQUISITION CORP.
  
 By:/s/ Matthew Konkle
 Name: Matthew Konkle
 Title:Chief Executive Officer