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 ofTHE ~~Report~~SECURITIES ~~(Date~~EXCHANGE ofACT ~~earliest~~OF ~~event reported): August 2, 2021~~1934

Date of Report (Date of earliest event reported): May 26, 2023

LOGISTICS INNOVATION TECHNOLOGIES CORP.

(Exact name of registrant as specified in its charter)

Delaware		001-40476		86-2157398
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

~~3348 Peachtree~~3495 Piedmont Road NE

~~Suite 700~~One Piedmont Center

~~Atlanta~~Bld.11, GA ~~30326~~Ste. 710

Atlanta, GA 30305

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (~~678~~731) ~~954~~723-~~4822~~3141

Not ~~Applicable (Former~~ ~~name or former address, if changed since last report)~~Applicable

~~Securities registered~~(Former ~~pursuant~~name toor ~~Section~~former ~~12(b)~~address, ofif ~~the~~changed ~~Act:~~since last report)

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-third of one redeemable warrant	LITTU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	LITT	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	LITTW	The Nasdaq Stock Market LLC

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-third of one redeemable warrant	LITTU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	LITT	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	LITTW	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 7.01. Regulation ~~Other~~FD ~~Events~~Disclosure.

On May ~~August 2~~26, ~~2021~~2023, Logistics Innovation Technologies Corp. (the “Company”) issued a press release, ~~a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K,~~ announcing that ~~the~~its ~~holders~~board of directors ~~the~~has determined ~~Company’s~~to ~~units~~redeem ~~(the~~all ~~“Units”)~~of ~~may~~its ~~elect~~outstanding ~~to separately trade the~~ shares of Class A common stock, ~~par~~effective ~~value~~as ~~$0.0001~~of ~~per share (~~the ~~“Class~~close ~~A Common Stock”), and warrants (the “Warrants”) included in the Units today. Each Unit consists~~ of ~~one share of Class A Common Stock and one-third of one redeemable Warrant to purchase~~business ~~one share of Class A Common Stock. Any Units not separated will continue to trade~~ on ~~The~~June ~~Nasdaq~~15, ~~Stock Market LLC (”Nasdaq”) under the symbol “LITTU”~~2023, ~~and~~because the ~~Class~~Company ~~A Common Stock and Warrants~~ will ~~separately~~not ~~trade on Nasdaq under the symbols “LITT” and “LITTW”, respectively. No fractional Warrants will~~ be ~~issued~~able ~~upon separation of the Units and only whole Warrants will trade. Holders of Units will need~~ to ~~have~~consummate ~~their~~an ~~brokers~~initial ~~contact~~business ~~Continental~~combination ~~Stock~~within ~~Transfer & Trust Company,~~ the ~~Company’s~~time ~~transfer~~period required ~~agent,~~by inits ~~order~~amended toand ~~separate~~restated ~~the~~certificate ~~Units into shares~~ of ~~Class A Common Stock and Warrants~~incorporation.

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K 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~~The ~~INDEX~~following document is attached as an exhibit to this Current Report on Form 8-K.

Exhibit No.		Description
99.1		Press Release, dated ~~August~~May 226, ~~2021~~2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Cautionary Note Regarding Forward-Looking Statements

Certain information contained in this Current Report on Form 8-K may be deemed to constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements other than statements of historical fact are forward-looking statements, including, without limitation, the redemption of the Company’s public shares. Words such as “anticipate,” “believe,” “estimate,” “expect,” “intend” and similar expressions identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s latest Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

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.

	LOGISTICS INNOVATION TECHNOLOGIES CORP.
	By:	/s/ Alan Gershenhorn
		Name:	Alan Gershenhorn
		Title:	Chief Executive Officer
Dated: August 2, 2021

LOGISTICS INNOVATION TECHNOLOGIES CORP.

By:	/s/ Alan Gershenhorn
Name:	Alan Gershenhorn
Title:	Chief Executive Officer
	(Principal Executive Officer)

Date: May 26, 2023

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