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): May 2, 2022
WESTERN ACQUISITION VENTURES CORP.
(Exact name of registrant as specified in its charter)
| Delaware | 001-41214 | 86-3720717 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
42 Broadway, 12th Floor
New York, New York 10004
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 310-740-0710
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 (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)) |
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 Common Stock and one Warrant to acquire one share of Common Stock | | WAVSU | | The Nasdaq Stock Market LLC |
| Common Stock, par value $0.0001 per share | | WAVS | | The Nasdaq Stock Market LLC |
| Warrants | | WAVSW | | 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 (§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 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.
As previously reported on January 14, 2022, Western Acquisition Ventures Corp. (the “Company”) consummated its initial public offering of 11,500,000 units (the “Units”), which included 1,500,000 Units issued pursuant to the exercise in full of the underwriters’ over-allotment option. Each Unit consists of one share of common stock (“Common Stock”) and one warrant (“Warrant”). Each Warrant entitles its holder to purchase one share of Common Stock at a price of $11.50 per share (subject to adjustment). The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $11,500,000.
On May 2, 2022, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that separate trading of shares of the Common Stock and Warrants comprising the Units has commenced. Holders of Units must have their brokers contact American Stock Transfer & Trust Company, LLC, the Company’s transfer agent, in order to separate the Units into Common Stock and Warrants. Any Units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “WAVSU.” The Common Stock and Warrants will separately trade on Nasdaq under the symbols “WAVS” and “WAVSW,” respectively.
Item 9.01. Financial Statements and Exhibits.
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.
| | WESTERN ACQUISITION VENTURE CORP. |
| | |
| | |
| | By: | /s/ William Lischak |
| | Name: | William Lischak |
| | Title: | Chief Financial Officer |
| Date: May 2, 2022 | |
