UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 617, 2023

FTAC ATHENA ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

Cayman Islands		001-40096		98-1566664
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification Number)

2929 Arch Street, Suite 1703

Philadelphia, PA

19104

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (215) 701-9555

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 to 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 Class A ordinary share and one-fourth of one redeemable warrant	FTAAU	NASDAQ Capital Market
Class A ordinary shares, par value $0.0001 per share	FTAA	NASDAQ Capital Market
Warrants, each whole warrant exercisable for one Class A ordinary share	FTAAW	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 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 8.01. Other Events.

On February 617, 2023, FTAC Athena Acquisition Corp. (the “Company”) issued a press release announcing ~~its~~that ~~decision~~it towill ~~cancel~~redeem all of its ~~extraordinary~~outstanding Class ~~general~~A ~~meeting~~ordinary inshares ~~lieu~~that ofwere included in the ~~annual~~ ~~general~~units ~~meeting~~issued ofin its ~~shareholders~~initial ~~that~~public ~~was~~offering, ~~scheduled~~effective ~~for~~as ~~Wednesday,~~of the close of business on February 15 24, 2023, ~~and~~as tothe ~~withdraw~~Company ~~from~~will ~~consideration by~~not ~~the~~consummate ~~shareholders~~an ofinitial ~~the~~business ~~Company~~combination within the ~~proposals~~time ~~set~~period ~~forth~~required inby ~~the~~its ~~Company’s~~Amended ~~Definitive~~and Restated ~~Proxy~~Memorandum ~~Statement~~and onArticles ~~Schedule~~of ~~14A~~Association. ~~filed~~A ~~with~~ copy of the ~~Securities~~press ~~and~~release ~~Exchange~~is ~~Commission~~attached onhereto ~~January~~as ~~30,~~Exhibit ~~2023~~99.1 and is incorporated herein by reference.

AItem ~~copy of the press release is attached as Exhibit 99~~9.101 toFinancial ~~this~~Statements ~~Current~~and ~~Report on Form 8-K.~~Exhibits

~~Item~~(d) ~~9.01. Financial Statements and~~ Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated February 17, 2023

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Exhibit No.		Description
99.1		Press release
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1SIGNATURE

~~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.

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.

Dated: February 17, 2023	FTAC ATHENA ACQUISITION CORP.

	By:	/s/ Amanda J. Abrams
	Name:	Amanda J. Abrams
	Title:	President and Chief Executive Officer

Dated: February 6, 2023	FTAC ATHENA ACQUISITION CORP.
	By:	/s/ Amanda Abrams
	Name:	Amanda Abrams
	Title:	President and Chief Executive Officer

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