UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 ORor Section 15(d) OFof ~~THE~~the Securities Exchange Act of 1934

~~SECURITIES~~Date ~~EXCHANGE~~of ~~ACT~~Report OF(Date ~~1934~~of earliest event reported): July 19, 2022 (July 15, 2022)

~~Date~~LEAD ~~of Report (Date of earliest event reported): December~~EDGE 17GROWTH OPPORTUNITIES, ~~2021~~LTD

Lead Edge growth opportunities, ltd

(Exact name of registrant as specified in its charter)

Cayman Islands	001-40270	98-1573983
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

96 Spring Street, 5th Floor

96 Spring Street, 5th Floor

New York, New York

10012

(Address of principal executive offices)

(Zip Code)

~~New~~(212) ~~York~~984-2421 Registrant’s telephone number, ~~New~~including ~~York~~area ~~10012~~code

~~(Address~~Not ~~of principal executive offices, including zip code)~~Applicable

~~Registrant’s~~ ~~telephone~~(Former ~~number~~name or former address, ~~including area~~if ~~code: (212)~~changed ~~984-2421~~since last report)

~~Not~~Check ~~Applicable~~the appropriate box below if the Form 8-K filing is intended ~~(Former~~to ~~name~~simultaneously orsatisfy ~~former~~the ~~address,~~filing ifobligation ~~changed~~to ~~since~~the ~~last~~registrant ~~report)~~under any of the following provisions:

~~Check~~☐ ~~the~~Written ~~appropriate~~communications ~~box~~pursuant ~~below if the Form 8-K filing is intended~~ to ~~simultaneously~~Rule ~~satisfy~~425 ~~the~~under ~~filing obligation of~~ the ~~registrant~~Securities ~~under~~Act ~~any~~(17 ofCFR ~~the following provisions:~~230.425)

☐ ~~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))

☐

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 Class A Ordinary Share and one-fourth of one Warrant to acquire one Class A Ordinary Share	LEGAU	The Nasdaq Capital Market
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-fourth of one redeemable Warrant	LEGAU	Nasdaq Capital Market
Class A Ordinary Shares, par value $0.0001 per share	LEGA	The Nasdaq Capital Market
Class A Ordinary Shares included as part of the units	LEGA	Nasdaq Capital Market
Warrants, each whole Warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50	LEGAW	The Nasdaq Capital Market
Warrants included as part of the Units, each whole Warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50	LEGAW	Nasdaq Capital Market

☒ 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~~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.

IfItem an5.02. ~~emerging~~Departure ~~growth~~of ~~company,~~Directors ~~indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new~~ or ~~revised~~Principal ~~financial~~Officers; ~~accounting standards~~Election ~~provided~~of ~~pursuant~~Directors; toAppointment ~~Section 13(a)~~ of ~~the~~Principal ~~Exchange Act~~Officers. ☐

~~Item~~On 4July 15, 2022, Margaret C.~~02.~~ ~~Non-Reliance~~Whitman onresigned ~~Previously~~as ~~Issued~~member ~~Financial~~of ~~Statements~~the orBoard aof ~~Related~~Directors ~~Audit~~(the ~~Report~~“Board”) orof ~~Completed~~Lead ~~Interim~~Edge ~~Review~~Growth Opportunities, Ltd (the “Company”) following her public office confirmation by the U.S. Senate as the Ambassador to Kenya.

~~In light~~Ms. ofWhitman ~~recent~~served ~~comment~~as an ~~letters~~independent ~~issued~~director byof the ~~U.S.~~Company ~~Securities~~ and ~~Exchange~~as ~~Commission (~~the ~~“SEC”),~~chairperson ~~the~~member ~~management~~ of ~~Lead Edge Growth Opportunities, Ltd (~~the “Company~~”) has re-evaluated the Company~~’s ~~application~~Nominating ofCommittee ~~ASC 480-10-S99-3A to its accounting classification~~ of the ~~redeemable~~Board ~~Class A ordinary shares, par value $0.0001 per share~~ (the “~~Public Shares~~Nominating Committee”),. ~~issued as~~Ms. ~~part of the units sold in the Company~~Whitman’s ~~initial~~resignations ~~public~~did ~~offering~~not ~~(the~~result ~~“IPO”)~~from onany ~~March~~disagreements ~~25,~~with ~~2021. Historically, a portion of~~ the ~~Public~~Company ~~Shares~~on ~~was~~any ~~classified~~matter asrelating ~~permanent equity~~ to ~~maintain net tangible assets greater than $5,000,000 on the basis that the Company will consummate~~ its ~~initial business combination only if the Company has net tangible assets of at least $5~~ operations,~~000,001.~~ ~~Pursuant to such re-evaluation~~policies, ~~the~~or ~~Company’s~~practices. ~~management~~The ~~has~~size ~~determined that the Public Shares include certain provisions that require classification~~ of the ~~Public~~Board ~~Shares~~is asnow ~~temporary~~six ~~equity~~(6) ~~regardless~~following ofMs. ~~the minimum net tangible assets required to complete the Company~~Whitman’s ~~initial business combination~~departure.

Therefore, on December 17, 2021, the Company’s management and the audit committee of the Company’s board of directors (the “Audit Committee”), concluded that the Company’s previously issued (i) audited balance sheet as of March 25, 2021, included in the Company’s Current Report on Form 8-K, filed with the SEC on March 31, 2021, (ii) unaudited interim financial statements included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021, filed with the SEC on June 15, 2021, (iii) unaudited interim financial statements included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021, filed with the SEC on August 12, 2021, and (iv) unaudited interim financial statements included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021, filed with the SEC on November 12, 2021 (collectively, the “Affected Periods”), should be restated to report all Public Shares as temporary equity and should no longer be relied upon. As such, the Company has restated its financial statements for the Affected Periods in the Company’s Amendment No. 1 ~~to Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021, filed with the SEC on December 17, 2021 (the “Amended Q3 Form 10-Q”), as described therein.~~

~~The Company does not expect any of the above changes will have any impact on its cash position and cash held in the trust account established in connection with the IPO (the “Trust Account”).~~SIGNATURE

~~The Company’s~~Pursuant ~~management~~to ~~has~~the ~~concluded that in light~~ requirements of the ~~classification~~Securities ~~error~~Exchange ~~described~~Act ~~above~~of 1934, ~~a material weakness exists in~~ the ~~Company’s~~ ~~internal~~registrant ~~control~~has ~~over~~duly ~~financial~~caused ~~reporting~~this ~~and~~report ~~that the Company’s disclosure controls and procedures were not effective. The Company’s remediation plan with respect~~ to ~~such~~be ~~material~~signed ~~weakness~~on isits ~~described~~behalf inby ~~more detail in~~ the ~~Amended~~undersigned Q3hereunto duly ~~Form 10-Q~~authorized.

~~The Company’s~~Dated: ~~management~~July ~~and the Audit Committee have discussed the matters disclosed in this Current Report on Form 8-K pursuant to this Item 4.02 with WithumSmith+Brown~~19, ~~PC (“Withum”), the Company’s independent registered public accounting firm.~~2022

~~Forward-Looking~~LEAD ~~Statements~~EDGE GROWTH OPPORTUNITIES, LTD By: /s/ Nimay Mehta Name: Nimay Mehta Title: Chief Financial Officer

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the impact of the Company’s restatement of certain historical financial statements, the Company’s cash position and cash held in the Trust Account and any proposed remediation measures with respect to identified material weaknesses. These statements are based on current expectations on the date of this Current Report on Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.2

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.

	Lead Edge Growth Opportunities, Ltd
	By:	/s/ Mitchell H. Green
		Name:	Mitchell H. Green
		Title:	Chief Executive Officer and Chairman
Dated: December 20, 2021

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