UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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

~~Pursuant~~Date toof ~~Section~~Report 13(Date orof ~~15(d~~earliest event reported): September 22, 2023

of the Securities Exchange Act of 1934

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

Social Leverage Acquisition Corp I

(Exact name of registrant as specified in its charter)

Delaware		001-40059		85-4095616
(State or other jurisdiction of incorporation)		(Commission File Number)		(~~IRS~~I.R.S. Employer Identification No.)

8390 E. Via De Ventura

Suite F110-207

Scottsdale, Arizona 85258

(Address of principal executive offices, including zip code)

(302) 492-7522

(Registrant’s telephone number, including area code)

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, $0.0001 par value and one-fourth of one redeemable warrant	SLACU	The Nasdaq Stock Market LLC
Class A common stock, included as part of the units	SLAC	The Nasdaq Stock Market LLC
Redeemable warrants, included as part of the units	SLACW	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 1.01 Entry into a Material Definitive Agreement.

AsThe ~~previously~~information ~~disclosed~~set forth in ~~the~~Item ~~Current~~1.02 ~~Report~~below onis ~~Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 21, 2023, Social Leverage Acquisition Corp I, a blank check company~~ incorporated inby ~~the~~reference ~~state of Delaware (“Social Leverage,” “SLAC” or the “Company”), entered~~ into ~~certain~~this ~~Voting,~~Item ~~Share Purchase and Non-Redemption Agreements (the “Initial Non-Redemption Agreements”) with certain unaffiliated holders (the “Initial Holders”) of the Company’s Class A common stock~~1. Pursuant to the Initial Non-Redemption Agreements, the Initial Holders agreed, among other things, not to redeem an aggregate of 650,000 shares of Class A common stock (the “Non-Redeemed Shares”) in connection with any vote of the stockholders of the Company where such Initial Holder would otherwise have been entitled to redeem the Non-Redeemed Shares and to hold the Non-Redeemed Shares until the business day following the meeting of the stockholders of the Company at which the stockholders vote on and approve the consummation of SLAC’s initial business combination (the “Business Combination”)01.

OnItem May 26, 2023, the Company entered into additional non-redemption agreements with three additional unaffiliated holders (the “Additional Holders”) with respect to certain shares of the Company’s Class A common stock currently held by or recently purchased by such Additional Holders, or which may be purchased by such Additional Holders prior to the date that is 30 days from the date of the Additional Redemption Agreements (as defined below) or such later date agreed by the Company in its absolute discretion, up to an aggregate cap of 345,220 shares of the Company’s Class A common stock (the “Additional Non-Redeemed Shares”)1.02 ~~The~~Termination ~~Additional Holders currently hold an aggregate~~ of approximately 297,767 shares of the Company’s Class A common stock and one of the Additional Holders may purchase up to approximately 47,453 additional shares of the Company’s Class A common stock. The additional shares of Class A common stock may be purchased by such Additional Holder either on the open market or directly, in a ~~privately~~Material ~~negotiated~~Definitive ~~transaction, from other holders of the Company’s Class A common stock~~Agreement.

~~The~~As ~~Company~~previously ~~entered~~disclosed, ~~into~~on ~~two~~July ~~separate~~31, ~~forms of non-redemption agreements with the Additional Holders. With respect to 248~~2022,~~620~~ ~~shares~~Social Leverage ofAcquisition ~~the~~Corp ~~Company’s~~I ~~Class A common stock currently held by the Additional Holders~~ (~~the~~ “~~Voting Non-Redeemable Shares~~SLAC”), ~~the~~a ~~Company~~Delaware corporation, entered into ~~Voting,~~a ~~Share~~Business ~~Purchase~~Combination ~~and~~Agreement ~~Non-Redemption Agreements~~ (the “~~Non-Redemption and Voting Agreements~~Original BCA”), ~~which~~with ~~are~~SLAC onMerger ~~materially the same terms as the Initial Non-Redemption Agreements~~Sub, ~~the form of which was previously filed by the Company as Exhibit 10~~Inc.~~1 to the Current Report on Form 8-K dated April 21~~, 2023 and incorporated by reference herein. Pursuant to the Non-Redemption and Voting Agreements, the Additional Holders have agreed to vote their respective Voting Non-Redeemable Shares in favor of certain matters to be put to a ~~vote~~direct ofwholly ~~the~~owned ~~stockholders~~subsidiary of ~~the~~SLAC ~~Company,~~(“Merger ~~including the consummation of the Business Combination and related transactions. With respect to 49~~Sub”),~~147~~ ~~shares of the Company’s Class A common stock recently purchased by one of the Additional Holders~~ and upW3BCLOUD toHoldings ~~47,453 shares of the Company’s Class A common stock which may be purchased by that Additional Holder after the date hereof~~ Inc. (~~the~~ “~~Non-Redeemable Shares~~W3BCLOUD”), ~~the~~a ~~Company~~Delaware ~~entered~~corporation, ~~into~~which aagreement ~~Share~~was ~~Purchase~~amended ~~and~~on ~~Non-Redemption~~April ~~Agreement~~21, 2023 (the “~~Non-Redemption~~BCA ~~Agreement~~Amendment” and, together with the ~~Non-Redemption~~Original ~~and Voting Agreements~~BCA, the “~~Additional Non-Redemption Agreements~~BCA”), ~~which~~relating ~~requires the Additional Holder~~ to ~~cause such Non-Redeemable Shares to be counted as present for purposes of establishing a quorum at certain meetings of~~ the ~~stockholders~~contemplated ofbusiness ~~the~~combination ~~Company~~among ~~and to abstain from voting that Holder’s Non-Redeemable Shares on certain matters to be put to a vote of~~ the ~~stockholders~~parties ~~of the Company, including the consummation of the Business Combination and related transactions~~thereto.

~~Pursuant~~Termination ~~to the Non-Redemption and Voting Agreements, the Additional Holders agreed, among other things: (i) not to redeem the Voting Non-Redeemable Shares in connection with any vote~~ of ~~the~~BCA stockholders of the Company where such Additional Holder would otherwise have been entitled to redeem such Voting Shares; (ii) to hold the Additional Non-Redeemed Shares until the business day following the meeting of the stockholders of the Company at which the stockholders vote on and approve the consummation of the Business Combination, except that the Additional Holders may transfer the Voting Non-Redeemable Shares to other holders of Class A common stock which are subject to a non-redemption agreement with the Company on materially the same terms as the Non-Redemption and Voting Agreements; and (iii) to vote their Voting Non-Redeemable Shares in favor of certain matters to be put to a vote of the stockholders of the Company, including, among other things, the consummation of the Business Combination and related transactions.

~~Pursuant~~On toSeptember ~~the~~22, ~~Non-Redemption Agreement~~2023, the ~~applicable~~parties ~~Additional~~to ~~Holder~~the ~~agreed,~~BCA entered ~~among~~into ~~other~~a ~~things:~~Termination ~~(i) not~~Agreement ~~to redeem~~ (the ~~Non-Redeemable~~“Termination ~~Shares~~Agreement”), inpursuant ~~connection~~to ~~with~~which, ~~any~~among ~~vote~~other ofthings, the ~~stockholders~~parties ofagreed to ~~the~~mutually ~~Company~~terminate ~~where~~the ~~such~~BCA, ~~Additional~~pursuant ~~Holder~~to ~~would~~Section ~~otherwise~~10.01 ~~have~~(a) ~~been~~of ~~entitled~~the toBCA, ~~redeem~~effective ~~such~~as ~~Non-Redeemable~~of ~~Shares;~~September ~~(ii) to~~22, ~~hold~~2023 (the ~~Non-~~“Termination”).

As ~~Redeemable~~a ~~Shares~~result ~~until~~of the ~~business~~Termination, ~~day following~~ the ~~meeting~~BCA ofwill ~~the stockholders~~ be of ~~the~~no ~~Company~~further atforce ~~which~~and ~~the~~effect, ~~stockholders vote on~~ and ~~approve~~ the ~~consummation~~Ancillary ofAgreements ~~the~~(as ~~Business~~defined ~~Combination,~~in ~~except that~~ the ~~Additional~~BCA) ~~Holder~~will ~~may~~either ~~transfer~~be ~~the~~terminated ~~Non-Redeemable~~in ~~Shares~~accordance ~~to other holders of Class A common stock which are subject to a non-redemption agreement~~ with ~~the Company on materially the same~~ their terms asor ~~the Non-Redemption Agreements; (iii) to cause the Non-Redeemable Shares to~~ be ~~counted as present for purposes~~ of ~~establishing~~no afurther ~~quorum~~force atand ~~certain~~effect. ~~meetings~~Neither ofparty ~~the~~will ~~stockholders~~be ofrequired ~~the Company, and~~ to ~~abstain~~pay ~~from~~the ~~voting~~other ~~their~~any ~~Non-Redeemable~~fees ~~Shares~~or inexpenses ~~favor~~as ~~of certain matters to be put to~~ a ~~vote~~result of the ~~stockholders~~Termination. SLAC ofand ~~the~~W3BCLOUD ~~Company,~~have ~~including,~~also ~~among other things~~agreed, ~~the~~on ~~consummation~~behalf of ~~the~~themselves ~~Business~~and ~~Combination~~their ~~and~~respective related ~~transactions~~parties, ~~and (iv) not~~ to ~~purchase any Additional Non-Redeemed Shares at~~ a ~~price~~release ~~exceeding $10.22 per share~~ of ~~Class~~claims Arelating ~~common~~to ~~stock, being~~ the transactions ~~minimum~~contemplated ~~expected~~under ~~per-share redemption price in connection with~~ the ~~Company’s redemption process with respect to the Business Combination~~BCA.

InThe ~~consideration~~foregoing description of the ~~agreements~~Termination ~~described~~and the ~~above,~~Termination ~~the~~Agreement ~~Company~~does ~~agreed,~~not ~~subject~~purport to ~~the~~be ~~respective~~complete ~~Additional~~and ~~Holder’s~~is ~~compliance~~qualified ~~with~~in ~~their~~its ~~obligations~~entirety ~~under~~by the ~~Additional~~terms ~~Non-Redemption~~and ~~Agreements,~~conditions toof ~~issue~~the tofull text of the ~~Additional~~Termination ~~Holders~~Agreement, ~~(or~~a ~~designees~~copy of ~~such~~which ~~Holders)~~is ~~between~~attached ~~1,025,640~~hereto ~~and~~as Exhibit 10.1,~~189,089~~ ~~shares~~and ~~of Class A common stock upon~~ the ~~closing~~full text of the ~~Business Combination~~BCA, ~~depending~~a oncopy ~~the number~~ of ~~additional~~which ~~Non-Redeemable~~was ~~Shares~~previously filed ~~acquired~~with by the ~~Additional~~U.S. ~~Holder~~Securities ~~party~~and toExchange ~~the~~Commission ~~Non-Redemption Agreement following~~ (the ~~date~~“SEC”) ofas ~~the~~Exhibit ~~Non-Redemption Agreement~~2.1 ~~The Additional Holders will be entitled~~ to ~~the~~our ~~registration~~Current ~~rights~~Report ~~set~~on ~~forth~~Form in8-K ~~that~~on ~~certain registration rights agreement~~August 1, ~~dated as of February 11~~2022, ~~2021 (~~as ~~may be~~ amended ~~from~~by ~~time to time), among~~ the ~~Company’s~~BCA ~~sponsor~~Amendment, ~~Social~~a ~~Leverage~~copy ~~Acquisition~~of ~~Sponsor~~which Iwas ~~LLC~~previously ~~(the~~filed ~~“Sponsor”),~~with the ~~Company~~SEC ~~and~~as ~~the~~Exhibit ~~certain~~2.1 ~~other parties thereto, with respect~~ to ~~such~~our ~~shares~~Current ofReport ~~the~~on ~~Company’s~~Form 8-K ~~Class A~~on ~~common~~April ~~stock~~21, ~~issued to them~~2023.

~~The~~Item ~~Additional Holders will have the option to terminate the Additional Non-Redemption Agreements on July 1, 2023, if and only if the Company or W3BCLOUD Holdings Inc~~7.01 ~~(“W3BCLOUD”)~~Regulation doFD not, by June 30, 2023, execute definitive agreements with respect to any private placement transactions, debt financings or other funding to the Company or W3BCLOUD in the form of equity or convertible or non-convertible debt, which together provide for an aggregate of at least $40 million in funding to the Company or W3BCLOUD.Disclosure

~~The~~On ~~Company~~September ~~anticipates~~22, ~~that~~2023, ~~one~~SLAC ofissued ~~the~~a ~~Additional~~press ~~Holders~~release ~~may make purchases of shares of~~ announcing the ~~Company’s Class A common stock following~~ execution of the ~~Additional~~Termination ~~Non-Redemption Agreements~~Agreement. The ~~Additional~~press ~~Non-Redemption~~release ~~Agreements~~is ~~are~~attached ~~expected~~hereto toas ~~increase~~Exbibit ~~the amount of funds that remain in the Company’s trust account following the meeting of the Company’s stockholders to approve the Business Combination~~99.1 ~~The Company may enter into additional non-redemption agreements from time to time~~ and ~~will~~is ~~disclose~~incorporated ~~the~~by ~~execution~~reference ~~of any such further non-redemption agreements once they have been entered into~~herein.

AsThe ~~previously~~information in ~~disclosed,~~this ~~pursuant~~Item ~~to that certain Sponsor Letter Agreement~~7.01, ~~dated~~including asExhibit ~~of July 31~~99.1, ~~2022,~~is furnished and asshall ~~amended~~not onbe ~~April 21,~~deemed ~~2023,~~“filed” byfor ~~and~~purposes ~~among~~of ~~SLAC,~~Section ~~W3BCLOUD,~~18 of the Securities ~~Sponsor~~Exchange ~~and~~Act ~~certain~~of ~~other~~1934, ~~persons~~as ~~named~~amended ~~therein~~ (the “~~Insiders~~Exchange Act”), ~~4,312,500 shares of SLAC’s Class B common stock currently held by the Sponsor shall be transferred (~~or otherwise subject ~~forfeited~~to ~~and~~liabilities ~~new~~under ~~shares~~that ofsection, ~~the~~and ~~Company’s~~shall ~~Class A~~not ~~common~~be ~~stock,~~deemed to be ~~issued~~incorporated by ~~the~~reference ~~Company)~~into tothe ~~non-redeeming~~filings ~~stockholders~~ of the Company, ~~to certain investors in a potential PIPE financing in connection with~~ under the ~~consummation~~Securities ofAct ~~the proposed Business Combination with W3BCLOUD~~ or ~~for~~the ~~other~~Exchange ~~purposes~~Act, ~~agreed~~regardless toof byany ~~the~~general ~~Sponsor,~~incorporation ~~SLAC~~language ~~and~~in ~~W3BCLOUD~~such ~~(the “Incentive Shares”)~~filings. ~~Any~~This ~~Incentive~~Current ~~Shares~~Report ~~which~~on ~~are not so utilized in connection with non~~Form 8-~~redemption~~K ~~agreements,~~will ~~PIPE~~not ~~financings~~be ordeemed ~~for~~an ~~other~~admission ~~purposes~~as ~~agreed~~ to by the ~~Sponsor,~~materiality ~~SLAC~~of ~~and~~any ~~W3BCLOUD~~information ~~will be surrendered by the Sponsor at the closing~~ of the ~~proposed~~information ~~Business~~contained ~~Combination~~in ~~with~~this ~~W3BCLOUD~~Item ~~without~~7.01, ~~consideration~~including Exhibit 99.1.

The foregoing summary of the Additional Non-Redemption Agreements does not purport to be complete and is qualified in its entirety by reference to the Form of Non-Redemption and Voting Agreement previously filed by the Company as Exhibit 10.1 ~~to the Current Report on Form 8-K dated April 21, 2023 and incorporated by reference herein and Form of Non-Redemption Agreement attached hereto as Exhibit 10.2 and incorporated by reference herein.~~

Forward-Looking Statements

This Current Report on Form 8-K ~~includes~~ contains “forward-looking statements”. ~~These~~within ~~forward~~the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may ~~generally~~relate to a future potential business combination and any other statements relating to future results, strategy and plans of SLAC (including certain statements which may be identified by the use of the words ~~such as~~ “~~believe,~~plans”, “~~may,~~expects”, “~~will,~~does not expect”, “~~estimate,~~estimated”, “~~continue,~~is expected”, “~~anticipate,~~budget”, “~~intend,~~scheduled”, “~~expect,~~estimates”, “~~should,~~forecasts”, “~~would~~intends”, “anticipates”, “~~plan,~~does not anticipate”, or “~~project,~~believes”, ~~“forecast~~or variations of such words and phrases,” ~~“predict~~or state that certain actions,” events or results “~~potential,~~may”, “~~seem,~~could”, “~~seek~~would”, “might”, “~~future~~projects”, “will”, “~~outlook,~~will be taken”, “~~target~~occur” or ~~other~~“be ~~similar~~achieved”). ~~expressions~~Forward-looking ~~(or~~statements are based on the ~~negative~~opinions ~~versions~~and estimates of management of SLAC, as of the date such ~~words~~statements orare ~~expressions)~~made, ~~that~~and ~~predict~~they orare ~~indicate~~subject ~~future~~to ~~events~~known orand ~~trends~~unknown risks, oruncertainties, assumptions and other factors that ~~are~~may ~~not~~cause ~~statements~~the actual results, level of ~~historical~~activity, ~~matters.~~performance ~~These~~or achievements to be materially different from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, ~~pricing~~the ~~and~~occurrence ~~market~~of ~~opportunity~~any event, ~~the~~change ~~amount~~or ofother ~~interest~~circumstances ~~expected~~that tocould begive ~~earned~~rise onto ~~funds~~a ~~held~~delay in or the ~~Trust~~failure ~~Account~~to close ~~and~~a ~~the expected~~ future ~~redemption~~potential ~~price~~business combination, the ~~timing~~amount of redemptions, the ~~completion~~ability ofto ~~the~~retain ~~Business~~key ~~Combination,~~personnel ~~including~~and the ~~anticipated~~ability ~~closing~~to ~~date~~achieve stockholder ofand ~~the~~regulatory ~~Business~~approvals ~~Combination~~ and ~~the~~industry ~~satisfaction~~trends, oflegislation ~~closing~~or ~~conditions~~regulatory torequirements and developments in the ~~Business~~global ~~Combination~~economy. Additional information on these and ~~any~~other ~~related~~factors ~~transactions.~~that ~~These~~may ~~statements~~cause ~~are~~actual ~~based~~results onand ~~various~~SLAC’s ~~assumptions,~~performance ~~whether~~to ordiffer ~~not~~materially ~~identified~~is included in ~~this~~SLAC’s ~~communication~~periodic ~~and~~reports onfiled with the ~~current~~SEC, ~~expectations~~including, ofbut ~~the~~not ~~Company~~limited to, SLAC’s ~~management~~Annual ~~and~~Report ~~are~~on ~~not~~Form ~~predictions~~10-K offor ~~actual~~the ~~performance.~~year ended ~~These~~December ~~forward-looking~~31, ~~statements~~2022, ~~are~~and ~~provided~~subsequent ~~for~~Quarterly ~~illustrative~~Reports ~~purposes~~on ~~only~~Form ~~and~~10-Q. ~~are~~Copies ~~not~~of ~~intended~~SLAC’s tofilings ~~serve~~with asthe ~~and~~SEC ~~must~~are ~~not~~available bepublicly on ~~relied~~the onSEC’s bywebsite ~~any~~at ~~investor~~www.sec.gov. asReaders aare ~~guarantee,~~cautioned annot ~~assurance,~~to aplace ~~prediction~~undue orreliance aupon ~~definitive~~any ~~statement~~forward-looking ofstatements, ~~fact~~which speak oronly ~~probability.~~as ~~Actual~~of ~~events~~the ~~and~~date ~~circumstances~~made. ~~are~~These ~~difficult~~forward-looking orstatements ~~impossible~~are tomade ~~predict~~only ~~and~~as ~~may~~of ~~differ~~the ~~from~~date ~~assumptions~~hereof, and ~~such~~SLAC ~~differences~~undertakes ~~may~~no beobligations to ~~material.~~update ~~Many~~or ~~actual~~revise ~~events~~the ~~and~~forward-looking ~~circumstances~~statements, ~~are~~whether ~~beyond~~as ~~the~~a ~~control~~result of ~~the~~new ~~Company~~information, ~~and~~future ~~W3BCLOUD~~events or otherwise, except as required by law.

~~These~~Item forward-looking statements are subject to a number of risks and uncertainties, including (i) changes in domestic and foreign business, market, financial, political and legal conditions; (ii) changes in interest rates ; (iii) the trust account becoming subject to claims of third parties; (iv) the ability to maintain the listing of the Company or the combined company’s securities on the stock exchange; and (v) those factors discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 29, 2023, and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, filed with the SEC on May 9~~, 2023, and other documents of the Company filed or to be filed with the SEC~~.01 ~~You~~Financial ~~are~~Statements ~~encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these~~ and ~~other risks and uncertainties~~Exhibits. The Company cautions that the foregoing list of factors is not exclusive or exhaustive and investors should not place undue reliance upon any forward-looking statements, which speak only as of the date made, and the Company undertakes no obligation to update or revise any of these statements. If any of these risks materialize or the Company’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements.

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

(d) Exhibits.

Exhibit No.		Description
10.1		Termination Agreement, dated September 22, 2023, by and among Social Leverage Acquisition Corp I, SLAC Merger Sub, Inc. and W3BCLOUD Holdings Inc.
99.1		Press Release, dated September 22, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit No.		Description
10.1		Form of Non-Redemption and Voting Agreement (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K dated April 21, 2023)
10.2		Form of Non-Redemption Agreement
104		Cover Page Interactive Data File (embedded within 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.

Dated: May 26, 2023

	Social Leverage Acquisition Corp I

Date: September 22, 2023

	By:	/s/ Douglas Horlick
	Name:	Douglas Horlick
	Title:	President and Chief Operating Officer

~~Social Leverage Acquisition Corp I By: /s/ Douglas Horlick Name: Douglas Horlick Title: President and Chief Operating Officer~~3

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