UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

(Amendment No. 1)

Under the Securities Act of 1934

Tempo Automation Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

88024M108

(CUSIP Number)

June 30, 2023

(Date of event which requires filing of this statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐	Rule 13d-1(b)

☒	Rule 13d-1(c)

☐	Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 88024M108

*	Percentage calculated based on 30,751,039 shares of common stock, par value $0.0001 par value per share, outstanding as of May 10, 2023, as provided in the quarterly report on Form 10-Q filed on May 15, 2023 with the Securities and Exchange Commission.

CUSIP No. 88024M108

Item 1(a)

Name of Issuer:

The name of the issuer is Tempo Automation Holdings, Inc., a Delaware corporation (the “Issuer”).

Item 1(b)

Address of Issuer’s Principal Executive Offices:

2460 Alameda Street, San Francisco, CA 94103

Item 2(a)

Name of Person Filing:

White Lion Capital, LLC

Item 2(b)

Address or Principal Business Office or, if none, Residence:

17631 Ventura Blvd., Suite 1008, Encino, CA 91316

Item 2(c)

Citizenship:

Nevada

Item 2(d)

Title of Class of Securities:

Common stock, par value $0.0001 per share, of the Issuer

Item 2(e)

CUSIP Number:

88024M108

Item 3

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4

Ownership.

The information contained in rows 5 through and including row 11 on the cover page of this Schedule 13G, including the footnotes thereto, is incorporated by reference in this Item 4.

Item 5

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☒

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8

Identification and Classification of Members of the Group.

Not applicable.

CUSIP No. 88024M108

Item 9

Notice of Dissolution of Group.

Not applicable.

Item 10

Certifications.

Not applicable.

CUSIP No. 88024M108

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

NAME OF REPORTING PERSON

White Lion Capital, LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Nevada

Tempo Automation Holdings, Inc. SC 13G/A