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): ~~March~~ April 718, 2023

FORUM MERGER IV CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-40230	86-1556509
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

1615 South Congress Avenue, Suite 103

Delray Beach, Florida 33445

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 739-7860

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-fourth of one redeemable warrant	FMIVU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	FMIV	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	FMIVW	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 58.0301. ~~Amendments~~Other ~~to Articles of Incorporation or Bylaws; Change in Fiscal Year.~~Events

OnAs ~~March~~previously 8disclosed, ~~2023,~~at a special meeting of the stockholders (the “Special Meeting”) of Forum Merger IV Corporation (the “Company”) ~~filed~~held on ~~with~~March ~~the~~7, ~~Secretary~~2023, ~~of State of~~ the ~~State~~Company’s ofstockholders ~~Delaware~~voted anin ~~amendment~~favor ~~(the~~of ~~“Charter Amendment”)~~a proposal to amend the Company’s ~~amended~~Amended and ~~restated~~Restated ~~certificate~~ Certificate of ~~incorporation.~~Incorporation ~~The~~to ~~Company’s~~extend ~~stockholders approved~~ the ~~Charter~~date ~~Amendment~~by atwhich ait ~~special~~must ~~meeting~~consummate ofan ~~stockholders~~initial ofbusiness ~~the~~combination ~~Company~~ (the “~~Special~~Deadline ~~Meeting~~Date”) on from March 722, 2023~~. At~~ ~~the~~to ~~Special~~April ~~Meeting~~22, 2023 and to provide the Company’s ~~stockholders~~with ~~approved~~the right to extend the ~~following~~date ~~proposals:~~by which it must consummate an initial business combination up to seven times for an additional one month each time (the “Extension”) up to November 22, 2023.

~~(a)~~Also toas ~~amend~~previously ~~(the “Extension~~disclosed, ~~Amendment”)~~if ~~the~~an ~~Company’s~~Extension ~~amended~~is ~~and~~implemented, ~~restated certificate of incorporation (~~the ~~“charter”)~~Company toshall ~~extend the~~deposit ~~date~~from (the ~~“completion~~Company’s ~~window”,~~working ~~and~~capital ~~any~~account ~~extensions~~into ofthe ~~that~~Company’s ~~date~~trust account, ~~pursuant~~for toeach ~~the~~such ~~Extension~~additional ~~Amendment Proposal~~month, ~~an “Extension”) by which~~ the ~~Company~~lesser ~~has~~of ~~to consummate~~ (a) ~~merger~~$175,000 ~~capital stock exchange, asset acquisition, stock purchase, reorganization~~ or ~~similar~~(b) ~~business~~$0.05 ~~combination~~for ~~with~~each ~~one~~public orshare ~~more~~then ~~businesses~~outstanding (athe “~~business combination~~Contribution”) ~~from March 22~~, ~~2023~~which ~~(such date,~~ the ~~“Current~~Company ~~Outside~~shall ~~Date”)~~deposit tointo ~~April 22, 2023 or such earlier date as determined by~~ the Company’s ~~board~~ oftrust ~~directors~~account (at the ~~“Board”),~~beginning ~~and~~of ~~such~~each ~~later~~month ~~date,~~ (the “~~Extended~~Monthly ~~Date,~~Deposit” ~~and to allow the Company~~), ~~without~~for ~~another~~an ~~stockholder~~aggregate ~~vote,~~deposit toof ~~elect~~up to ~~extend~~ the ~~completion~~lesser ~~window~~of ~~to consummate~~ (a) ~~business~~$1,225,000 ~~combination~~or on(b) a$0.05 ~~monthly~~for ~~basis~~each ~~up to~~public ~~seven~~share ~~times~~then byoutstanding an(if all additional extensions ~~one~~are ~~month~~exercised). ~~each~~In ~~time~~the ~~after~~event the ~~Extended~~Company’s ~~Date,~~working bycapital ~~resolution~~account ofhas ~~the~~been ~~Board~~depleted, ifthe ~~requested~~Company’s bysponsor, Forum ~~Investors~~ Investors IV LLC, a Delaware limited liability company, ~~and~~or ~~upon~~one ~~five~~of ~~days’~~more ~~advance~~of ~~notice~~its ~~prior to the applicable completion window~~affiliates, ~~until November~~members ~~22, 2023 (each, an “Additional Charter Extension Date”)~~ or athird ~~total~~party ofdesignees upshall tolend the ~~eight~~Company ~~months after~~ the ~~Current Outside~~Monthly ~~Date,~~Deposit ~~unless~~in the ~~closing~~form of a ~~business~~non-interest bearing, ~~combination~~unsecured ~~shall~~promissory ~~have~~note, ~~occurred~~which ~~prior~~the ~~thereto~~Company (shall deposit into the ~~“Extension~~Company’s ~~Amendment~~trust ~~Proposal”);~~account.

~~(b)~~As tothere ~~elect~~were ~~Neil Goldberg~~6,361,299 public ~~Richard~~shares ~~Katzman~~outstanding ~~and~~following ~~Steven~~redemptions ~~Berns~~in toconnection ~~serve~~with asthe ~~Class~~Special IMeeting, ~~directors~~the onContribution ~~the~~amount ~~Board~~for ~~until~~each month of the ~~2024~~Extension is ~~annual~~equal ~~meeting~~to $175,000, or up to an aggregate of ~~stockholders~~$1,225,000 orin ~~until~~the ~~his successor~~event isthe ~~elected~~Extension ~~and~~is ~~qualified~~effectuated (for the ~~“Director~~full ~~Election~~seven ~~Proposal”);~~months.

~~(c)~~On April to18, ~~amend~~2023, (the ~~“Founder Share~~Company ~~Amendment”)~~issued ~~the~~a ~~charter~~press torelease ~~provide~~announcing ~~holders~~that ofits ~~Class~~board ~~B common stock, par value $0.0001 per share~~ of ~~the~~directors ~~Company~~ (~~“founder shares”~~the or “~~Class B Common Stock~~Board”) ~~and,~~has ~~collectively~~elected ~~with~~to extend the ~~Class~~Deadline ADate ~~Common~~from ~~Stock~~April 22, ~~the~~2023 ~~“common~~for ~~stock”) the~~an ~~right~~additional month to ~~convert~~May ~~any~~22, ~~and~~2023, ~~all~~the ~~their~~first ~~Class~~of Bseven ~~Common~~potential ~~Stock~~one-month ~~into~~extensions ~~Class~~of Athe Deadline ~~common~~Date ~~stock,~~available ~~par~~to ~~value~~the $0Company.~~0001~~ ~~per~~In ~~share~~connection ofwith the ~~Company~~Board’s ~~(“Class A~~determination ~~Common~~to ~~Stock”)~~extend onthe aDeadline ~~one-for-one~~Date ~~basis prior~~ to ~~the~~May ~~closing~~22, of2023, $175,000 awas ~~business~~deposited ~~combination~~into at the ~~election~~Company’s oftrust ~~the~~account ~~holder~~on ~~(the~~April ~~“Founder Share~~18, ~~Amendment Proposal”);~~2023.

~~(d) to amend (the “Redemption~~A ~~Limitation~~copy ~~Amendment”)~~of the ~~charter~~press torelease ~~delete~~is ~~the~~attached ~~limitation~~as ~~that~~Exhibit ~~the~~99.1 ~~Company shall not redeem public shares that would cause the Company’s net tangible assets~~ to bethis ~~less~~Current ~~than~~Report ~~$5,000,001~~on ~~following~~Form ~~such~~8-K ~~redemptions~~and ~~(the~~is ~~“Redemption~~incorporated ~~Limitation~~by ~~Amendment Proposal”);~~reference herein.

(e) to amend (the “Liquidation Amendment”) the charter to permit the Board, in its sole discretion, to elect to wind up the Company’s operations on an earlier date than the Extended Date (including prior to the Current Outside Date or an Additional Charter Extension Date, as applicable) as determined by our Board and included in a public announcement (the “Liquidation Amendment Proposal”); and

(f) to approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment Proposal, the Founder Share Amendment Proposal, the Redemption Limitation Amendment Proposal and the Liquidation Amendment Proposal (the “Adjournment Proposal”).

The foregoing description of the Charter Amendment is qualified in its entirety by the full text of the Amendment, which is filed as Exhibit 3.1 hereto and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On March 7, 2023, at the Special Meeting, a total of 34,749,165 (or 80.81%) of the Company’s issued and outstanding shares of Class A Common Stock and Class B Common Stock held of record as of February 3, 2023, the record date for the Special Meeting, were present either in person or by proxy, which constituted a quorum. The Company’s stockholders voted on the following proposals at the Special Meeting, each of which were approved. The final vote tabulation for each proposal is set forth below.

1. To approve and adopt the Extension Amendment.

Votes For		Votes Against		Abstentions		Broker Non-Votes
33,616,925		1,132,240		0		N/A

2. To elect Neil Goldberg, Richard Katzman and Steven Berns to serve as Class I directors on the Board until the 2024 annual meeting of stockholders or until his successor is elected and qualified.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
Neil Goldberg	28,351,387	6,397,778	N/A
Richard Katzman	30,231,321	4,517,844	N/A
Steven Berns	30,231,321	4,517,844	N/A

3. To approve and adopt the Founder Share Amendment.

Votes For		Votes Against		Abstentions		Broker Non-Votes
33,762,214		108,093		878,858		N/A

4. To approve and adopt the Redemption Limitation Amendment.

Votes For		Votes Against		Abstentions		Broker Non-Votes
33,762,214		108,093		878,858		N/A

5. To approve and adopt the Liquidation Amendment.

Votes For		Votes Against		Abstentions		Broker Non-Votes
33,764,466		984,699		0		N/A

6. To approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Extension Amendment Proposal, the Founder Share Amendment Proposal, the Redemption Limitation Amendment Proposal and the Liquidation Amendment Proposal.

Votes For		Votes Against		Abstentions		Broker Non-Votes
33,747,360		122,947		878,858		N/A

Although this proposal would have received sufficient votes to be approved, no motion to adjourn was made because the adjournment of the Special Meeting was determined not to be necessary or appropriate.

Item 7.01 Regulation FD Disclosure.

In connection with the proposals approved at the Special Meeting, 81.07% of the Company’s public shares were redeemed. As a result, approximately $64,602,773.10 remains in the trust account.

On March 9, 2023 the Company issued a press release announcing that the Charter Amendment was approved at the Special Meeting. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
Exhibit Number		Description
3.1		Amendment to Amended and Restated Certificate of Incorporation of Forum Merger IV Corporation
99.1		Press Release, dated April 18, 2023.
99.1		Press Release, dated March 9, 2023
104		Cover Page Interactive Data File (formatted as Inline XBRL)

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.

FORUM MERGER IV CORPORATION

	FORUM MERGER IV CORPORATION

Dated: April 18, 2023	By:	/s/ David Boris
		Name:	David Boris
		Title:	Co-Chief Executive Officer and Chief Financial Officer

Dated: March 9, 2023	By:	/s/ David Boris
		Name:	David Boris
		Title:	Co-Chief Executive Officer and Chief Financial Officer

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