UNITED ~~STATES~~ ~~SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549~~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~~the ~~(Date of~~Securities ~~earliest~~Exchange ~~event~~Act ~~reported): March~~of ~~1, 2023~~1934

~~Senior~~Date ~~Connect~~of ~~Acquisition~~Report ~~Corp. I~~ (~~Exact~~Date ~~name~~Earliest ofEvent ~~registrant~~Reported): asMarch ~~specified~~24, ~~in its charter)~~2023

Delaware		001-39793		85-2816458
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

SENIOR CONNECT ACQUISITION CORP. I

7114 East Stetson Drive, Suite 400 Scottsdale, AZ		85251
(Address of principal executive offices)		(Zip Code)

(Exact name of registrant as specified in its charter)

(480) 948-9200 (Registrant’s telephone number, including area code)

Delaware

001-39793

82-2816458

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

~~Not~~7114 East Stetson Drive, Suite 400 Scottsdale, AZ 85251 (Address of principal executive offices, including zip code) Registrant’s telephone number, include area code: (480) 948-9200 Note Applicable (Former name or former address, if changed since last report

(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-half of one redeemable warrant	SNRHU	The Nasdaq Stock Market LLC
Units, each consisting of one share of Class A Common Stock and one-half of one Warrant	SNRHU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	SNRH	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001	SNRH	The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share	SNRHW	The Nasdaq Stock Market LLC
Warrants, each whole Warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share	SNRHW	The Nasdaq Stock Market LLC

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 23.0301. ~~Creation~~Notice of aDelisting ~~Direct Financial Obligation~~ or Failure anto ~~Obligation~~Satisfy ~~under~~Continued anListing ~~Off-Balance~~Rule ~~Sheet~~or ~~Arrangement~~Standard; Transfer of ~~a Registrant~~Listing.

AsOn ~~previously~~March ~~reported~~24, ~~on April 14~~2023, ~~2022, the~~ Senior Connect Acquisition Corp. I (the “Company”) ~~issued~~received a ~~promissory~~letter ~~note~~from ~~(“Promissory~~the ~~Note”)~~listing toqualifications ~~Health~~department ~~Connect Acquisition~~staff ~~Holdings~~of ~~LLC~~The ~~(the~~Nasdaq Stock Market (“~~Sponsor~~Nasdaq”), notifying ~~pursuant to which~~ the ~~Sponsor~~Company ~~agreed~~that tofor ~~provide~~the alast ~~working~~30 ~~capital~~consecutive ~~loan~~business todays, the Company of’s upminimum toMarket ~~$3.0~~Value ~~million. The Promissory Note was to be repaid on the earlier~~ of ~~(i)~~Listed ~~December~~Securities ~~31, 2022 and~~ (ii“MVLS”) was below the ~~effective~~minimum ~~date~~ of a$35 ~~merger, share~~million ~~exchange,~~required ~~asset~~for ~~acquisition,~~continued ~~share~~listing ~~purchase,~~on ~~reorganization~~the orNasdaq ~~similar~~Capital ~~business~~Market ~~combination,~~pursuant ~~involving~~to ~~the~~Nasdaq ~~Company~~Listing ~~and~~Rule ~~one or more~~5550(b)(2) ~~businesses,~~(the ~~without~~“Market ~~interest~~Value Standard”).

AsThe ~~previously~~notice ~~reported,~~has onno ~~December~~immediate ~~12,~~effect ~~2022,~~on the ~~Company~~listing ~~filed with the Secretary~~ of ~~State of~~ the ~~State~~Company’s ofcommon ~~Delaware~~stock, anand ~~amendment (~~the ~~“Extension Amendment”) to the~~ Company’s ~~amended~~ ~~and~~common ~~restated~~stock ~~certificate~~continues ~~of incorporation~~ to ~~change~~trade ~~the~~on ~~date by which~~ the ~~Company~~Nasdaq ~~must~~Capital ~~consummate an initial business combination~~Market ~~from~~under ~~December 15, 2022 to~~ the ~~December~~symbol ~~15, 2023, or such earlier date as determined by the Board of Directors of the Company~~“SNRH.”

OnIn ~~March~~accordance 1,with ~~2023~~Nasdaq Listing Rule 5810(c)(3)(C), the Company ~~and~~has ~~Sponsor amended~~180 ~~and~~calendar ~~restated~~days, ~~the~~or ~~Promissory~~until ~~Note~~September ~~(the~~20, ~~“A&R~~2023, ~~Promissory~~to ~~Note”)~~regain ~~such~~compliance. The notice states that to regain compliance, the ~~A&R~~Company’s ~~Promissory~~MVLS ~~Note~~must ~~will~~close beat ~~repaid on~~$35 ~~the~~million ~~earlier~~or ofmore ~~(i)~~for ~~December~~a ~~15,~~minimum ~~2023~~of ~~and~~ten ~~(ii)~~consecutive ~~the~~business ~~effective~~days ~~date~~during ofthe acompliance period ~~merger,~~ending ~~share~~September ~~exchange~~20, ~~asset acquisition~~2023, ~~share~~at ~~purchase,~~which ~~reorganization or~~time ~~similar~~the ~~business~~Nasdaq ~~combination,~~will ~~involving~~provide written notification that the Company ~~and~~has ~~one~~achieved orcompliance under ~~more~~the ~~businesses,~~Market ~~without~~Value ~~interest~~Standard and the matter will be closed.

AsThe Company intends to actively monitor the market value of ~~March~~its 1,common ~~2023~~stock and will evaluate available options to regain compliance with the Nasdaq continued listing standards. However, there can be no assurance that the Company ~~was~~will ~~provided~~be able to regain compliance under the Market Value Standard, or will otherwise ~~aggregate~~be ~~advances~~in ofcompliance $1with other Nasdaq listing criteria. In the event the Company does not regain compliance by September 20,~~692~~ 2023,~~640~~ inthen Nasdaq ~~loan~~will ~~proceeds~~notify ~~pursuant~~the Company that its common stock is subject to delisting. At that time, the ~~A&R~~Company ~~Promissory~~may ~~Note~~appeal the delisting determination to a Nasdaq Hearings Panel.

~~The~~While ~~foregoing~~the ~~description~~Company ofis ~~the~~exercising ~~A&R Promissory~~diligent ~~Note~~efforts isto ~~qualified~~maintain inthe listing of its ~~entirety~~common bystock on the ~~full~~Nasdaq, ~~text~~there ofcan ~~the~~be ~~A&R~~no ~~Promissory~~assurance ~~Note,~~that ~~which~~the ~~is filed as~~Company ~~Exhibit~~will ~~10.1~~be ~~hereto~~able ~~and~~to regain ~~incorporated~~or ~~herein~~maintain bycompliance ~~reference~~with Nasdaq listing criteria.

~~Item~~The ~~9.01~~Company, ~~Financial~~by ~~Statements~~filings ~~and~~this ~~Exhibits~~Form 8-K, discloses its receipt of the notice in accordance with Nasdaq Listing Rule 5810(b).

~~(d)~~Forward-Looking ~~Exhibits~~Statements

~~EXHIBIT~~The ~~INDEX~~disclosure herein includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, the Company’s submission of a compliance plan with Nasdaq and regaining compliance with the requirements of Listing Rule 5620(a). These statements are based on various assumptions and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward- looking statements are subject to a number of risks and uncertainties, including: the risk that the Company is unable to submit a compliance plan to Nasdaq within the specified period, or that the compliance plan is not accepted by Nasdaq; those factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 under the heading “Risk Factors,” and other documents of the Company filed, or to be filed, with the SEC. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date hereof. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this disclosure statement. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Exhibit No.		Description
10.1		A&R Promissory Note, dated March 1, 2023.
104.1		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.

	SENIOR CONNECT ACQUISITION CORP. I

Date: March 28, 2023	By:	/s/ Richard T. Burke
	Name:	Richard T. Burke
	Title:	Chief Executive Officer

~~Date: March 1, 2023~~2

SENIOR CONNECT ACQUISITION CORP. I By: /s/ Ryan Burke Name: Ryan Burke Title: Chief Financial Officer

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