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): ~~April~~ 11April 14, 2023

InterPrivate IV InfraTech Partners Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40153		85-3092174
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1350 Avenue of the Americas, 2nd Floor

New York, NY 10019

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 920-0125

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-fifth of one redeemable warrant	IPVIU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	IPVI	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	IPVIW	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 8.01.

Other Events.

OnPreviously on April 11, 2023, InterPrivate IV InfraTech ~~Partners~~ Partners Inc. (the “Company”) issued a press release ~~(the “Press Release”)~~ announcing that the Company’s sponsor has determined it will not make an additional contribution to the Company’s trust account required in order to further extend the April 9, 2023 deadline under the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) for the Company to complete its initial business combination, and, as a result, the Company intends to dissolve and liquidate in accordance with the provisions of the Charter. On April 14 the Company issued an additional press release (the “Press Release”) updating the date on which all of the Company’s issued and outstanding shares of Class A common stock will cease trading. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The Company, asexpects ~~promptly~~that asThe ~~possible,~~Nasdaq ~~will~~Stock ~~redeem~~Market LLC ~~(the~~will ~~“Redemption”)~~file ~~all~~a ofForm ~~the~~25 ~~Company’s~~with ~~issued~~the ~~and~~United ~~outstanding~~States ~~shares~~Securities ofand ~~Class~~Exchange ACommission ~~common stock, par value $0.0001 per share~~ (the “~~Public Shares~~SEC”) into ~~accordance~~delist ~~with~~ the ~~Charter. In the Redemption, funds held in the~~ Company’s ~~trust account~~securities. ~~(“Trust~~The ~~Account”)~~Company ~~including~~thereafter ~~interest~~expects ~~earned~~to onfile ~~the~~a ~~Trust~~Form ~~Account~~15 ~~not~~with ~~previously released to~~ the ~~Company~~SEC to ~~pay~~terminate ~~tax~~the ~~obligations, less~~registration ~~up to $100,000~~ of ~~interest~~its tosecurities ~~pay~~under ~~dissolution expenses (as permitted by~~ the ~~Charter),~~Securities ~~will~~Exchange Act ~~be distributed to each holder~~ of ~~Public Shares on a pro rata basis (such amount~~1934, ~~the~~as ~~“Redemption Amount”)~~amended. ~~There~~The ~~will~~Company beanticipates nothat ~~redemption~~its ~~rights or liquidating distributions with respect to the Company’s warrants~~securities, ~~which~~including ~~will expire worthless upon~~ the ~~liquidation of the Company. On the Redemption date, the~~ Public Shares, will becease ~~deemed~~trading ~~cancelled~~at ~~and~~or ~~will~~around ~~represent only~~ the close ~~right~~of tobusiness ~~receive~~on ~~the~~April ~~Redemption~~24, ~~Amount~~2023.

The Company expects that The Nasdaq Stock Market LLC will file a Form 25 with the United States Securities and Exchange Commission (the “SEC”) to delist the Company’s securities. The Company thereafter expects to file a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended. The Company anticipates that its securities, including the Public Shares, will cease trading at or around the close of business on April 12, 2023.

Beneficial owners of the Public Shares held in “street name” will not need to take any action in order to receive their pro rata portion of the Redemption Amount. Holders of registered Public Shares will need to present their respective shares to the Company’s transfer agent, Continental Stock Transfer & Trust Company, to receive their pro rata portion of the Redemption Amount

Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” “currently expects,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward looking statements in this release. You should carefully consider these and the other risks and uncertainties described in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents filed by the Company with the SEC. Those filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. The Company does not give any assurance that the Company will achieve its expectations. The inclusion of any statement in this Current Report on Form 8-K does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.

Item 9.01.

Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press Release, dated April 1114, 2023
104		Cover Page Interactive Data File (embedded with the Inline XBRL document)

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.

	INTERPRIVATE IV INFRATECH PARTNERS INC.
	By:	/s/ Ahmed M. Fattouh
		Name: Ahmed M. Fattouh
		Name:	Ahmed M. Fattouh
		Title: Chief Executive Officer
		Title:	Chief Executive Officer
Dated: April 11, 2023
Dated: April 14, 2023

Filing Compare · InterPrivate IV InfraTech Partners Inc.