Основная статистика
| CIK | 1826855 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Class Acceleration Corp. Units, each consisting of one share of Class A common stock and one-half of
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| February 13, 2023 |
CLAS / Class Acceleration Corp. / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Class Acceleration Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 18274B106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 13, 2023 |
CLAS / Class Acceleration Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Class Acceleration Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18274B106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| January 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39895 CLASS ACCELERATION CORP. (Exact name of registrant as specified i |
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| December 30, 2022 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 10, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| December 27, 2022 |
Class Acceleration Corp. Amends Charter and Announces Decision to Liquidate Exhibit 99.1 Class Acceleration Corp. Amends Charter and Announces Decision to Liquidate Woodside, CA, December 20, 2022 ? On December 20, 2022, the stockholders of Class Acceleration Corp. (the ?Company?) approved (i) an amendment to the Company?s second amended and restated certificate of incorporation (the ?Charter?) to extend the date by which the Company would be required to consummate a busi |
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| December 27, 2022 |
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): December 20, 2022 CLASS ACCELERATION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39895 86-3032663 (State or other jurisdiction of incorporation) (Commiss |
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| December 27, 2022 |
EX-3.1 2 ea170902ex3-1classaccel.htm CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLASS ACCELERATION CORP. Class Acceleration Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as fo |
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| December 27, 2022 |
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this ?Amendment Agreement?), dated as of December 20, 2022, is made by and between Class Acceleration Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the parties her |
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| December 6, 2022 |
DEF 14A 1 def14a1222classacceleration.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the |
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| November 29, 2022 |
CLAS / Class Acceleration Corp. / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Class Acceleration Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 18274B106 (CUSIP Number) November 17, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| November 15, 2022 |
PRE 14A 1 ea168656-pre14aclassaccel.htm PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of re |
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| August 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of registr |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period |
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| June 15, 2022 |
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): June 15, 2022 Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incorporation) (Commission |
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| June 15, 2022 |
Exhibit 99.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of regist |
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| May 2, 2022 |
CLAS / Class Acceleration Corp. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Class Acceleration Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 18274B106 (CUSIP Number) April 22, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| March 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39895 CLASS ACCELERATIO |
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| February 14, 2022 |
CLAS / Class Acceleration Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Class Acceleration Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18274B106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| February 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 1)* Class Acceleration Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18274B205 (CUSIP Number) December 31, 2021 |
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| February 11, 2022 |
CLAS / Class Acceleration Corp. / Class Acceleration Sponsor LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Class Acceleration Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 18274B 106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| February 11, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Class A common stock, $0. |
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| January 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of re |
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| November 24, 2021 |
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): November 19, 2021 CLASS ACCELERATION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incorporation) (Commiss |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39895 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| August 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of registr |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-39895 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: June 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Class Acceleration Corp. (Exact name of regist |
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| July 16, 2021 |
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 15, 2021 Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incorporation) (Commission |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39895 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on |
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| April 15, 2021 |
Description of Registered Securities* Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of January 13, 2021, Class Acceleration Corp. (?we,? ?our,? ?us? or the ?Company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its units, consisting o |
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| April 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39895 CLASS ACCELERATIO |
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| April 15, 2021 |
Exhibit 14.1 CODE OF ETHICS OF CLASS ACCELERATION CORP. 1. Introduction The Board of Directors (the ?Board?) of Class Acceleration Corp. has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the Company?s directors, officers and employees to: ? promote honest and ethical conduct, including the ethical handling of actual or appare |
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| March 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-K ? Transition Report o |
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| March 5, 2021 |
Financial Statements and Exhibits, Other Events 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 5, 2021 Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incorporation) (Commission |
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| March 5, 2021 |
Exhibit 99.1 Class Acceleration Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing March 8, 2021 NEW YORK, NY, March 5, 2021 (GLOBE NEWSWIRE) - Class Acceleration Corp. (NYSE: CLAS.U) (the ?Company?) announced that, commencing March 8, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade shares of the Company? |
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| February 8, 2021 |
SC 13G 1 tm215780d1sc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No.)* Class Acceleration Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18274B20 |
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| January 26, 2021 |
Financial Statements and Exhibits, Other Events 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 26, 2021 (January 20, 2021) Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incor |
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| January 26, 2021 |
Exhibit 99.1 CLASS ACCELERATION CORP. Page Report of Independent Registered Public Accounting Firm 2 Balance Sheet as of January 20, 2021 3 Notes to Financial Statement 4 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Class Acceleration Corp. Opinion on the Financial Statement We have audited the accompanying balance sheet of Class Accelerat |
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| January 21, 2021 |
Exhibit 1.1 22,500,000 Units Class Acceleration Corp. UNDERWRITING AGREEMENT January 14, 2021 Oppenheimer & Co. Inc. 85 Broad Street New York, New York 10004 As Representative of the several Underwriters listed in Schedule I to the Agreement Ladies and Gentlemen: 1. Introductory. Class Acceleration Corp., a Delaware corporation (the “Company”), agrees with the several underwriters named in Schedul |
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| January 21, 2021 |
Class Acceleration Corp. Announces Closing of $258,750,000 Initial Public Offering Exhibit 99.2 Class Acceleration Corp. Announces Closing of $258,750,000 Initial Public Offering New York, NY, January 20, 2021 (GLOBE NEWSWIRE) – Class Acceleration Corp. (the “Company”) announced today that it closed its initial public offering of 25,875,000 units, including 3,375,000 units issued pursuant to the full exercise by the underwriters of their over-allotment option. The offering was p |
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| January 21, 2021 |
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 21, 2021 (January 20, 2021) Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 001-39895 85-3032663 (State or other jurisdiction of incor |
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| January 21, 2021 |
Exhibit 10.4 Class Acceleration Corp. 2925 Woodside Road Woodside, CA 94062 January 14, 2021 Class Acceleration Sponsor LLC 2925 Woodside Road Woodside, CA 94062 Attn: Joseph E. Parsons Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Class Acceleration Corp. (the “Company”) and Class Acceleration Sponsor LLC (the “Sponsor”), dated as of the date here |
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| January 21, 2021 |
EX-10.2 6 ea133729ex10-2classaccel.htm INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED JANUARY 14, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL, AS TRUSTEE Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 14, 2021, by and between Class Acceleration Corp., a Delaware corporation (the “Company”), and Con |
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| January 21, 2021 |
Warrant Purchase Agreement, dated January 14, 2021, by and between the Company and the Sponsor. (3) Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 14, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Class Acceleration Corp., a Delaware corporation (the “Company”) and Class Acceleration Sponsor LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: The |
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| January 21, 2021 |
Exhibit 10.1 January 14, 2021 Class Acceleration Corp. 2925 Woodside Road Woodside, CA 94062 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Class Acceleration Corp., a Delaware corporation (the “Company”), and Oppenheimer & Co. In |
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| January 21, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 14, 2021, is by and between Class Acceleration Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initial public |
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| January 21, 2021 |
Second Amended and Restated Certificate of Incorporation. (3) Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLASS ACCELERATION CORP. January 14, 2021 Class Acceleration Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Class Acceleration Corp.” The Corporation was originally incorporated under the name “Class Acq |
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| January 21, 2021 |
Registration Rights Agreement, dated January 14, 2021, by and among the Company and the Sponsor. (3) Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 14, 2021, is made and entered into by and among Class Acceleration Corp., a Delaware corporation (the “Company”) and Class Acceleration Sponsor LLC, a Delaware limited liability company (the “Sponsor,” together with any person or entity who hereafter becomes a party to this Agreeme |
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| January 21, 2021 |
Class Acceleration Corp. Announces Pricing of $225,000,000 Initial Public Offering Exhibit 99.1 Class Acceleration Corp. Announces Pricing of $225,000,000 Initial Public Offering New York, NY, Jan. 14, 2021 (GLOBE NEWSWIRE) – Class Acceleration Corp. (the “Company”) announced today that it priced its initial public offering of 22,500,000 units at $10.00 per unit. The units will be listed on the New York Stock Exchange (“NYSE”) and will begin trading tomorrow, Friday, January 15, |
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| January 20, 2021 |
Class Acceleration Corp. 22,500,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-251826 Class Acceleration Corp. $225,000,000 22,500,000 Units Class Acceleration Corp. is a newly organized blank check company incorporated in Delaware whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or |
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| January 13, 2021 |
- FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Class Acceleration Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3032663 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 2925 Woodside Roa |
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| January 8, 2021 |
Form of Second Amended and Restated Certificate of Incorporation. Exhibit 3.3 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLASS ACCELERATION CORP. [], 2021 Class Acceleration Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Class Acceleration Corp.”. The original certificate of incorporation of the Corporation was filed with |
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| January 8, 2021 |
Specimen Warrant Certificate (2) Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CLASS ACCELERATION CORP. Incorporated Under the Laws of the State of Delaware CUSIP 18274B 114 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the reg |
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| January 8, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 22,500,000 Units Class Acceleration Corp. UNDERWRITING AGREEMENT [●], 2021 Oppenheimer & Co. Inc. 85 Broad Street New York, New York 10004 As Representative of the several Underwriters listed in Schedule I to the Agreement Ladies and Gentlemen: 1. Introductory. Class Acceleration Corp., a Delaware corporation (the “Company”), agrees with the several underwriters named in Schedule I her |
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| January 8, 2021 |
Form of Corporate Governance and Nominating Committee Charter. EX-99.3 18 ea132962ex99-3classacceler.htm FORM OF CORPORATE GOVERNANCE AND NOMINATING COMMITTEE CHARTER Exhibit 99.3 CLASS ACCELERATION CORP. NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER I. Purpose The Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors of Class Acceleration Corp., a Delaware corporation (the “Company”), shall (a) identify individuals |
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| January 8, 2021 |
Form of Compensation Committee Charter. Exhibit 99.2 CLASS ACCELERATION CORP. COMPENSATION COMMITTEE CHARTER I. Purpose The Compensation Committee (the “Committee”) of the Board of Directors of Class Acceleration Corp., a Delaware corporation (the “Company”), shall have responsibility for the compensation of the Company’s executive officers, including the Company’s Chief Executive Officer (the “CEO”), and for incentive compensation, equ |
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| January 8, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Class Acceleration Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Class Acceler |
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| January 8, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor. EX-10.3 11 ea132962ex10-3classacceler.htm FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND THE SPONSOR Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Class Acceleration Corp., a Delaware corp |
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| January 8, 2021 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Class Acceleration Corp., a Delaware corporation (the “Company”) and Class Acceleration Sponsor LLC, a Delaware limited liability company (the “Sponsor,” together with any person or entity who hereafter becomes a party to this Agreement purs |
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| January 8, 2021 |
Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by Class Acceleration Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Class Acceler |
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| January 8, 2021 |
Form of Audit Committee Charter. EX-99.1 16 ea132962ex99-1classacceler.htm FORM OF AUDIT COMMITTEE CHARTER Exhibit 99.1 CLASS ACCELERATION CORP. AUDIT COMMITTEE CHARTER I. Purpose The Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of Class Acceleration Corp., a Delaware corporation (the “Company”), shall provide assistance to the Board in fulfilling its legal and fiduciary obligations to oversee: (a) th |
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| January 8, 2021 |
Exhibit 10.8 [ ], 2021 Class Acceleration Corp. 2925 Woodside Road Woodside, CA 94062 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Class Acceleration Corp., a Delaware corporation (the “Company”), and Oppenheimer & Co. Inc., as |
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| January 8, 2021 |
Form of Indemnity Agreement (2) Exhibit 10.4 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between Class Acceleration Corp., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequat |
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| January 8, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [ ], 2021, by and between Class Acceleration Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-[ ] (the “R |
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| January 8, 2021 |
S-1/A 1 ea132962-s1a1classacceler.htm AMENDMENT NO. 1 TO FORM S-1 As filed with the U.S. Securities and Exchange Commission on January 8, 2021. Registration No. 333-251826 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Class Acceleration Corp. (Exact name of registrant as specified in its c |
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| January 8, 2021 |
Form of Administrative Services Agreement between the Registrant and Sponsor. Exhibit 10.5 Class Acceleration Corp. 2925 Woodside Road Woodside, CA 94062 [ ], 2021 Class Acceleration Sponsor LLC 2925 Woodside Road Woodside, CA 94062 Attn: Joseph E. Parsons Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Class Acceleration Corp. (the “Company”) and Class Acceleration Sponsor LLC (the “Sponsor”), dated as of the date hereof, wi |
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| January 8, 2021 |
EX-99.6 21 ea132962ex99-6classacceler.htm CONSENT OF JAMES RUNCIE Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Class Acceleration Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to b |
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| January 8, 2021 |
Specimen Class A Common Stock Certificate (2) EX-4.2 5 ea132962ex4-2classacceler.htm SPECIMEN CLASS A COMMON STOCK CERTIFICATE Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 18274B 106 CLASS ACCELERATION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF C |
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| January 8, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Class Acceleration Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Class Acceler |
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| January 8, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between Class Acceleration Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an initial public offeri |
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| January 8, 2021 |
EX-4.1 4 ea132962ex4-1classacceler.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 18274B 205 CLASS ACCELERATION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit” |
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| December 30, 2020 |
Promissory Note, dated September 22, 2020, issued to affiliates of the Sponsor. Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| December 30, 2020 |
Securities Subscription Agreement, dated September 22, 2020, between the Registrant and the Sponsor. Exhibit 10.7 Class Acquisition Corporation 8260 Spectrum Center Blvd. San Diego, CA 92123 September 22, 2020 Class Acquisition Sponsor LLC 8260 Spectrum Center Blvd. San Diego, CA 92123 Re: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on the date hereof by and between Class Acquisition Sponsor LLC, a Delaware limited liability company (th |
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| December 30, 2020 |
Exhibit 3.4 AMENDED AND RESTATED BY LAWS OF CLASS ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s |
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| December 30, 2020 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLASS ACQUISITION CORPORATION September 21, 2020 Class Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Class Acquisition Corporation”. The original certificate of incorporation of the Corporati |
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| December 30, 2020 |
Certificate of Amendment to Amended and Restated Certificate of Incorporation. Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF CLASS ACQUISITION CORPORATION The undersigned, for the purposes of amending the Certificate of Incorporation of Class Acquisition Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: FIRST: T |
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| December 30, 2020 |
Registration Statement - REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on December 30, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Class Acceleration Corp. (Exact name of registrant as specified in its charter) Delaware 6770 85-3032663 (State or Other Jurisdiction of Incorporation or Organiz |
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| October 13, 2020 |
This is a confidential draft submission to the U.S. Securities and Exchange Commission on October 13, 2020 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Class Acquisition Corp. (Exact name of registrant as specified in |
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| October 13, 2020 |
Class Acquisition Corporation 8260 Spectrum Center Blvd. San Diego, CA 92123 Exhibit 10.7 Class Acquisition Corporation 8260 Spectrum Center Blvd. San Diego, CA 92123 September 22, 2020 Class Acquisition Sponsor LLC 8260 Spectrum Center Blvd. San Diego, CA 92123 Re: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on the date hereof by and between Class Acquisition Sponsor LLC, a Delaware limited liability company (th |
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| October 13, 2020 |
AMENDED AND RESTATED BY LAWS CLASS ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I Exhibit 3.3 AMENDED AND RESTATED BY LAWS OF CLASS ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s |
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| October 13, 2020 |
Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| October 13, 2020 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLASS ACQUISITION CORPORATION September 21, 2020 Class Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Class Acquisition Corporation”. The original certificate of incorporation of the Corporati |
