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): July 1, 2021
FORTRESS VALUE ACQUISITION CORP. IV
(Exact name of registrant as specified in its charter)
| Delaware | 001-40219 | 85-3271127 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 1345 Avenue of the Americas 46th Floor New York, NY |
10105 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(212) 798-6100
(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 is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communication 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-commencements 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 Symbols |
Name of each exchange on which registered | ||
| Units, each consisting of one share of Class A common stock and one-eighth of one redeemable warrant | FVIV.U | New York Stock Exchange | ||
| Class A common stock, par value $0.0001 per share | FVIV | New York Stock Exchange | ||
| Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share | FVIV WS | New York Stock Exchange |
| ☒ | 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). |
| ☐ | 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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 1, 2021, the Board of Directors (the “Board”) of Fortress Value Acquisition Corp. IV (the “Company”) elected Leilani Verge to serve as a director of the Company. Ms. Verge will serve until the second Annual Meeting of Stockholders or until her successor shall be elected and duly qualified.
Ms. Verge has served as the Co-Chairman and Chief Financial Officer of a portfolio of business ventures under The Verge Company umbrella since 2017 and worked for Ernst and Young (“EY”) from 1990 to 1996. After EY, Ms. Verge founded Westside Rentals, where she helped manage a large diverse workforce. Ms. Verge graduated from USC with an accounting degree and has a California CPA license. The Company believes Ms. Verge is well qualified to serve on the Board due to her financial management and investment expertise.
There are no arrangements or understandings between Ms. Verge and any other person pursuant to which she was elected as a director of the Company, and there are no family relationships between Ms. Verge and any of the Company’s other directors or executive officers.
In connection with Ms. Verge’s appointment, she and the Company entered into (i) an indemnification agreement and (ii) a joinder to each of the letter agreement and the registration rights agreement, each dated as of July 1, 2021, entered into by the Company with its directors (and the other parties thereto) in connection with the Company’s initial public offering. Each of the director indemnification agreement, the letter agreement and the registration rights agreement was described in, and the forms of which were filed as exhibits to, the Company’s registration statement relating to the Company’s initial public offering (File No. 333-253306).
In connection with his appointment as a director of the Company, Ms. Verge will receive 25,000 founder shares from the Company’s sponsor, Fortress Value Acquisition Sponsor IV LLC.
2
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.
| Fortress Value Acquisition Corp. IV | ||||||
| Date: July 1, 2021 | By: | /s/ Joshua A. Pack | ||||
| Name: | Joshua A. Pack | |||||
| Title: | Chief Executive Officer | |||||