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): June 9, 2023
FAST Acquisition Corp. II
(Exact name of registrant as specified in its charter)
| Delaware | | 001-40214 | | 86-1258014 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
109 Old Branchville Road
Ridgefield, CT 06877
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (201) 956-1969
Not Applicable
(Former name or former address, if changed since last report)
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-quarter of one redeemable warrant | | FZT.U | | The New York Stock Exchange |
| Class A common stock, par value $0.0001 per share | | FZT | | The New York Stock Exchange |
| Redeemable warrants, each warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share | | FZT WS | | The New York Stock Exchange |
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)) |
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.
On June 9, 2023, the board directors (the “Board”) of FAST Acquisition Corp. II, a Delaware corporation (the “Corporation”), upon request of FAST Sponsor II LLC, elected to extend the date by which the Corporation must consummate an initial Business Combination (the “Termination Date”) from June 18, 2023 to July 18, 2023. In connection with such one month extension of the Termination Date, as required by the Corporation’s Amended and Restated Certificate of Incorporation, as amended to date (the “Charter”), on June 12, 2023 the Corporation deposited $250,000 into the trust account.
Pursuant to the Charter, the Corporation may, by resolution of the Board, if requested by the Sponsor, and upon 2 business days’ advance notice, extend the Termination Date in one-month increments up to three additional times, or a total of up to seven months after March 18, 2023, provided that the Corporation will deposit from its working capital account into the trust account, for each extension, an amount determined by multiplying $0.05 by the number of public shares then outstanding, up to a maximum of $250,000, which the Corporation shall deposit into the trust account at the beginning of each month, for an aggregate deposit of up to $1.75 million (if all extensions are exercised).
SIGNATURE
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.
| | FAST ACQUISITION CORP. II |
| | |
| | By: | /s/ Garrett Schreiber |
| | | Name: | Garrett Schreiber |
| | | Title: | Chief Financial Officer |
Dated: June 14, 2023
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