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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): August 5, 2022

 

 

 

SPIRE GLOBAL, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-39493 85-1276957
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer
Identification No.)
     

8000 Towers Crescent Drive

Suite 1100

 
Vienna, Virginia   22182
(Address of principal executive offices)   (Zip code)

 

(202) 301-5127

(Registrant’s telephone number, including area code)

 

Not Applicable

(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
Class A common stock, par value $0.0001 per share   SPIR   The New York Stock Exchange
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50   SPIR.WS   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 (§ 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Appointment of New Director

 

On August 5, 2022, the board of directors (the “Board”) of Spire Global, Inc., a Delaware corporation (the “Company”) appointed Joan Amble to the Board as a Class I director, effective as of August 11, 2022. Ms. Amble was also appointed as a member of the Audit Committee.

 

Ms. Amble will participate in the Company’s Outside Director Compensation Policy, as described in the Company’s most recent proxy statement, filed with the Securities and Exchange Commission on April 22, 2022. In addition, Ms. Amble will execute the Company’s standard form of indemnification agreement.

 

Ms. Amble has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended, nor are any such transactions currently proposed. There are no arrangements or understandings between Ms. Amble and any other persons pursuant to which Ms. Amble was appointed to the Board.

 

Item 7.01. Financial Statements and Exhibits.

 

On August 11, 2022, the Company issued a press release announcing the appointment of Ms. Amble to the Board as described herein. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit  
No. Description
   
99.1 News release of Spire Global dated August 11, 2022 announcing the appointment of Joan Amble to the Company’s board of directors.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

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.

 

      SPIRE GLOBAL, INC.
       
Date: August 11, 2022 By: /s/ Peter Platzer
   

Name:

Title:

Peter Platzer
Chief Executive Officer