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
April 18, 2022
Date of Report (Date of earliest event reported)
Williams Rowland Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | | 001-40659 | | 86-2603800 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
450 Post Road East Westport, CT | | 06880 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (203) 353-7610
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 | | Name of each exchange on which registered |
| Units, each consisting of one share of Common Stock and one-half of one Redeemable Warrant | | WRACU | | The New York Stock Exchange |
| Common Stock, par value $0.0001 per share | | WRAC | | The New York Stock Exchange |
| Redeemable Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 | | WRACW | | The 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On April 18, 2022, Williams Rowland Acquisition Corp. (the “Company”) received a notification from the New York Stock Exchange (“NYSE”) that it was in violation of Section 802.01E of the Listed Company Manual for failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (the “Form 10-K”). On April 21, 2022, the Company filed the Form 10-K. On April 21, 2022, the Company received additional correspondence from the NYSE acknowledging that the filing had been made and cancelling its prior correspondence and removing the “LF” designation from its securities.
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: April 22, 2022 | |
| | |
| WILLIAMS ROWLAND ACQUISITION CORP. | |
| | |
| By: | /s/ David B. Williams | |
| Name: | David B. Williams | |
| Title: | Co-Chief Executive Officer | |
