Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 4, 2021, the board of directors (the “Board”) of Marlin Technology Corporation (the “Company”) elected Donna Troy as as a Class I director with a term expiring at the Company’s first annual meeting of shareholders. The Board appointed Ms. Troy, who was determined to be an “independent director” as defined in the applicable rules of the Nasdaq Stock Market (“Nasdaq”), to the Board’s compensation and audit committees. In connection with such appointments, Mike Nutting resigned as a member of the Board’s audit and compensation committees.
In connection with her appointment to the Board, Ms. Troy will enter into a letter agreement and an indemnity agreement on substantially the same terms as the forms thereof previously entered into by and between the Company and each of its other directors in connection with the Company’s initial public offering, which were previously filed as Exhibits 10.8 and 10.4, respectively, to the Company’s Registration Statement on Form S-1 (File No. 333-250935) and are incorporated herein by reference. There are no arrangements or understandings between Ms. Troy and any other persons pursuant to which Ms. Troy was selected as a director of the Company. There are no family relationships between Ms. Troy and any of the Company’s other directors or executive officers and Ms. Troy does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 8.01. Other Events.
On March 4, 2021, the Company announced that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A ordinary share”), and warrants included in the Units commencing on March 5, 2021. Each Unit consists of one share of Class A ordinary share and one-third of one redeemable warrant to purchase one share of Class A ordinary share. Any Units not separated will continue to trade on Nasdaq under the symbol “FINMU.” Any underlying shares of Class A ordinary share and warrants that are separated will trade on the Nasdaq under the symbols “FINM” and “FINMW,” respectively. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. 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 holders’ Units into shares of Class A ordinary share and warrants.
A copy of the press release issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits