Current Report Filing (8-k)
November 10 2022 - 5:26PM
Edgar (US Regulatory)
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2022-11-10
2022-11-10
0001840225
FSNB:UnitsEachConsistingOfOneShareOfClassCommonStockAndOnethirdOfOneRedeemableWarrantMember
2022-11-10
2022-11-10
0001840225
FSNB:ClassCommonStockParValue0.0001PerShareMember
2022-11-10
2022-11-10
0001840225
FSNB:RedeemableWarrantsEachWarrantExercisableForOneShareOfClassCommonStockEachAtExercisePriceOf11.50Member
2022-11-10
2022-11-10
iso4217:USD
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iso4217:USD
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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): November 10, 2022
Fusion Acquisition
Corp. II
(Exact name of registrant
as specified in its charter)
Delaware |
|
001-40120 |
|
86-1352058 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
667 Madison Avenue, 5th Floor
New York, New York |
|
10065 |
(Address of principal executive offices) |
|
(Zip Code) |
(212) 763-0169
(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 |
Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant |
|
FSNB.U |
|
The New York Stock Exchange |
Class A common stock, par value $0.0001 per share |
|
FSNB |
|
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 |
|
FSNB 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 ☒
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
November 10, 2022, the New York Stock Exchange (the “NYSE”) notified Fusion Acquisition Corp. II, a Delaware corporation
(the “Company”), and publicly announced, that the NYSE determined to commence proceedings to delist the Company’s
warrants, each whole warrant exercisable to purchase one share of the Company’s Class A common stock, par value $0.0001 per
share (the “Class A Common Stock”), at a price of $11.50 per share, and listed to trade on the NYSE under the symbol
“FSNB WS” (the “Warrants”), from the NYSE and that trading in the Warrants would be suspended immediately,
due to “abnormally low” trading price levels pursuant to Section 802.01D of the NYSE Listed Company Manual.
Trading
in the Company’s Class A Common Stock and units will continue on the NYSE.
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.
|
FUSION ACQUISITION CORP. II |
|
|
|
|
|
By: |
/s/ John James |
|
|
Name: |
John James |
|
|
Title: |
Chief Executive Officer |
Date: November 10, 2022
2
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