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): January 4, 2024
PepperLime Health Acquisition Corporation
(Exact name of registrant as specified in its charter)
| Cayman Islands | | 001-40915 | | N/A |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
548 Market Street, Suite 97425
San Francisco, CA | | 94104 |
| (Address of principal executive offices) | | (Zip Code) |
(415) 263-9939
(Registrant’s telephone number, including area code)
N/A
(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 Securities Exchange Act of 1934:
| Title for each class | | Trading
Symbol(s) | | Name of each exchange on
which registered |
| Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemable warrant | | PEPLU | | The Nasdaq Stock Market LLC |
| | | | | |
| Class A ordinary shares | | PEPL | | The Nasdaq Stock Market LLC |
| | | | | |
| Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 | | PEPLW | | 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 x
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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On January 4, 2024, Michelle Fang resigned as a director and a member of the audit committee of PepperLime Health Acquisition Corporation (the "Company”), effective immediately. Ms. Fang’s resignation from the Company’s board of directors (the "Board”) was not a result of any disagreement with management or any matter relating to the Company’s operations, policies or practices, except that she personally was not aligned with the industry the Company’s potential target was engaged in. Ms. Fang furnished the Company with a resignation letter, a copy of which is filed with this Current Report on Form 8-K as Exhibit 17.1 and is incorporated herein by reference.
The Company is now seeking a new director who will qualify as an independent director under the corporate governance standards of the Nasdaq Stock Market, meets the financial sophistication requirements under the Nasdaq listing rules, and the criteria for independence under Rule 10A-3 of the Securities Exchange Act of 1934, as amended.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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.
| | PepperLime Health Acquisition Corporation |
| | | |
| Dated: January 8, 2024 | By: | /s/ Ramzi Haidamus |
| | | Name: | Ramzi Haidamus |
| | | Title: | Chief Executive Officer |
