LHAA / Lerer Hippeau Acquisition Corp - Class A - Документы SEC, Годовой отчет, Доверенное заявление

LHAA / Lerer Hippeau Acquisition Corp. Class A / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* LERER HIPPEAU ACQUISITION CORP. (Name of Issuer) Class A common stock, par value $0.0001 per share (the “Shares”) (Title of Class of Securi

LHAA / Lerer Hippeau Acquisition Corp. Class A / LIGHT STREET CAPITAL MANAGEMENT, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 526749106 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box

LHAA / Lerer Hippeau Acquisition Corp. Class A / LHAC Sponsor LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1 ? Exit Filing)* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 526749106 (CUSIP Number) December 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the

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

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: 001-40168 LERER HIPPEAU ACQUISITION CORP. (Exact name of registrant as speci

December 9, 2022

Exhibit 99.1 December 9, 2022 LHAA Announces Key Dates in Connection with December 14, 2022 Termination Date and Liquidation NEW YORK, NY, December 9, 2022?(BUSINESS WIRE)?On December 9, 2022, Lerer Hippeau Acquisition Corp. (?LHAA? or the ?Company?) announced that in accordance with the previously announced December 14, 2022 termination date set by its Board of Directors pursuant to an amendment

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): December 9, 2022 Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction of incorporation or

Amendment to the Investment Management Trust Agreement, dated March 4, 2021, by and between the Company and Continental Stock Transfer & Trust Company

Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this ?Amendment Agreement?), dated as of December 7, 2022, is made by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the parties hereto are

Certificate of Amendment of Amended and Restated Certificate of Incorporation

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LERER HIPPEAU ACQUISITION CORP. LERER HIPPEAU ACQUISITION CORP., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is Lerer Hippeau Acquisition Corp. The original Certificate of Incorporation of the

December 8, 2022

Exhibit 99.1 December 8, 2022 LHAA Amends Charter to Unwind Before Year-End and Announces December 14, 2022 as Amended Termination Date NEW YORK, NY, December 8, 2022?(BUSINESS WIRE) - On December 7, 2022, the stockholders of Lerer Hippeau Acquisition Corp. (?LHAA? or the ?Company?) approved an amendment to LHAA?s amended and restated certificate of incorporation (the ?Charter Amendment?) to allow

Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 7, 2022 Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction of incorporation or

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

Table of Contents 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 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? 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: 001-4016

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

PRE 14A 1 d387152dpre14a.htm PRE 14A Table of Contents 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 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? 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: 001-40168 LER

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 27, 2022 Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction of incorporation) (Comm

Promissory Note, dated June 27, 2022, issued by Lerer Hippeau Acquisition Corp. to LHAC Sponsor LLC

Exhibit 10.1 THIS PROMISSORY NOTE (THIS “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 COM

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? 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: 001-40168 LE

Description of the Company’s securities.

Exhibit 4.2 LERER HIPPEAU ACQUISITION CORP. DESCRIPTION OF SECURITIES Pursuant to our amended and restated certificate of incorporation, our authorized capital stock consists of 200,000,000 shares of Class A common stock, $0.0001 par value, 20,000,000 shares of Class B common stock, $0.0001 par value, and 1,000,000 shares of undesignated preferred stock, $0.0001 par value. The following descriptio

Table of Contents 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 OR ☐ TRA

Table of Contents 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 OR ? 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 001-401

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

EX-99.1 2 t50563707b.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing addit

LHAA / Lerer Hippeau Acquisition Corp. Class A / Third Point LLC - SCHEDULE 13G Passive Investment

SC 13G 1 t50563707a.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 526749106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement)

LHAA / Lerer Hippeau Acquisition Corp. Class A / LIGHT STREET CAPITAL MANAGEMENT, LLC - SC 13G/A Passive Investment

SC 13G/A 1 brhc10033615sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 526749106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing o

LHAA / Lerer Hippeau Acquisition Corp. Class A / LHAC Sponsor LLC - 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. )* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 526749106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

JOINT FILING AGREEMENT

EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A common stock, $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANS

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

LHAA / Lerer Hippeau Acquisition Corp. Class A / CITADEL ADVISORS LLC - LERER HIPPEAU ACQUISITION CORP. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (the “Shares”) (Title of Class of Securit

JOINT FILING AGREEMENT

EX-99.1 2 tm223234d1ex99-1.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Shares of Lerer Hippeau Acquisition Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exch

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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 22, 2021 Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction of incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? 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: 001-4016

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? 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: 001-40168 LER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d183316d10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissi

LERER HIPPEAU ACQUISITION CORP. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4

Exhibit 99.1 LERER HIPPEAU ACQUISITION CORP. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of Lerer Hippeau Acquisition Corp. Opinion on the Financial Statement We have audited the accompanying balance sheet of Lerer Hippeau Acquisi

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 15, 2021 (March 9, 2021) Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction of inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Lerer Hippeau Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 526749106 (CUSIP Number) March 5, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d

Lerer Hippeau Acquisition Corp. Prices $200 Million Initial Public Offering

Exhibit 99.1 Lerer Hippeau Acquisition Corp. Prices $200 Million Initial Public Offering NEW YORK, NY, March 5, 2021 ? Lerer Hippeau Acquisition Corp. (the ?Company?) announced today that it priced its initial public offering of 20,000,000 shares of its Class A common stock, $0.0001 par value per share, at $10.00 per share, for gross proceeds of $200,000,000. The Company has granted the underwrite

Administrative Services Agreement, dated March 4, 2021, between the Company and Lerer Hippeau Ventures Management, LLC.

Exhibit 10.14 Lerer Hippeau Acquisition Corp. 100 Crosby Street, Suite 201 New York, NY 10012 Lerer Hippeau Ventures Management, LLC 100 Crosby Street, Suite 201 New York, NY 10012 March 4, 2021 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Lerer Hippeau Ventures Management, LLC, a

Indemnity Agreement, dated March 4, 2021, between the Company and Benjamin Lerer.

EX-10.7 10 d151160dex107.htm EX-10.7 Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Benjamin Lerer (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers or in

Indemnity Agreement, dated March 4, 2021, between the Company and Michael Walrath.

Exhibit 10.13 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Michael Walrath (?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 p

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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 10, 2021 (March 9, 2021) Lerer Hippeau Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40168 86-1418494 (State or other jurisdiction (Commi

Securities Purchase Agreement, dated March 4, 2021, between the Company and the Sponsor.

Exhibit 10.4 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (as it may be amended from time to time, this ?Agreement?), dated as of March 4, 2021, is entered into by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and LHAC Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company intends to consummate an initial

Indemnity Agreement, dated March 4, 2021, between the Company and Gregory Parsons.

EX-10.12 15 d151160dex1012.htm EX-10.12 Exhibit 10.12 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Gregory Parsons (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers

Indemnity Agreement, dated March 4, 2021, between the Company and Stuart Freedman.

Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Stuart Freedman (?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 p

Indemnity Agreement, dated March 4, 2021, between the Company and Kenneth Lerer.

EX-10.6 9 d151160dex106.htm EX-10.6 Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Kenneth Lerer (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers or in o

Underwriting Agreement, dated March 4, 2021, by and between the Company, Barclays Capital Inc. and Code Advisors LLC, as representatives of the several underwriters named therein.

EX-1.1 2 d151160dex11.htm EX-1.1 Exhibit 1.1 20,000,000 Shares of Common Stock LERER HIPPEAU ACQUISITION CORP. ($10.00 per Share) UNDERWRITING AGREEMENT March 4, 2021 BARCLAYS CAPITAL INC. CODE ADVISORS LLC As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 c/o Code Advisors LLC 921 Front Street

Indemnity Agreement, dated March 4, 2021, between the Company and Joseph Medved.

EX-10.8 11 d151160dex108.htm EX-10.8 Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Joseph Medved (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers or in

Registration Rights Agreement, dated March 4, 2021, by and among the Company, LHAC Sponsor LLC and the other holders party thereto (incorporated by reference from Exhibit 10.2 of the Company’s Current Report on Form 8-K filed on March 10, 2021).

EX-10.2 5 d151160dex102.htm EX-10.2 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 4, 2021, is made and entered into by and among Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), LHAC Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the

Investment Management Trust Agreement, dated March 4, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee.

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the Company?s registration statement on Form

Amended and Restated Certificate of Incorporation.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LERER HIPPEAU ACQUISITION CORP. March 4, 2021 Lerer Hippeau Acquisition 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 ?Lerer Hippeau Acquisition Corp.?. The original certificate of incorporation of the Corporat

Indemnity Agreement, dated March 4, 2021, between the Company and Daniel Rochkind.

Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Daniel Rochkind (?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 pr

Indemnity Agreement, dated March 4, 2021, between the Company and Eric Hippeau.

EX-10.5 8 d151160dex105.htm EX-10.5 Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Eric Hippeau (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers or in ot

Letter Agreement, dated March 4, 2021, by and among the Company, its officers, its directors and LHAC Sponsor LLC (incorporated by reference from Exhibit 10.3 of the Company’s Current Report on Form 8-K filed on March 10, 2021).

Exhibit 10.3 March 4, 2021 Lerer Hippeau Acquisition Corp. 100 Crosby Street Suite 201 New York, NY 10012 Attention: Eric Hippeau 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 or proposed to be entered into by and among Lerer Hippeau Acquisit

Indemnity Agreement, dated March 4, 2021, between the Company and Arianna Huffington.

Exhibit 10.11 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of March 4, 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and Arianna Huffington (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors, officers or in other capacities unless they ar

$200,000,000 LERER HIPPEAU ACQUISITION CORP. 20,000,000 Shares of Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Statement No. 333-253066 PROSPECTUS $200,000,000 LERER HIPPEAU ACQUISITION CORP. 20,000,000 Shares of Class A Common Stock Lerer Hippeau Acquisition Corp. is a newly formed blank check company incorporated as a Delaware corporation and created for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purc

- 8-A12B

U.S. 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 Lerer Hippeau Acquisition Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-1418494 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 100 Crosby Street,

Securities Subscription Agreement, dated January 19, 2021, between the Registrant and LHAC Sponsor LLC

EX-10.5 12 d87587dex105.htm EX-10.5 Exhibit 10.5 Lerer Hippeau Acquisition Corp. 100 Crosby Street, Suite 201 New York, New York 10012 LHAC Sponsor LLC January 19, 2021 100 Crosby Street, Suite 201 New York, New York 10012 RE: Securities Subscription Agreement Ladies and Gentlemen: Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer LHAC Sponsor

Certificate of Incorporation

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF LERER HIPPEAU ACQUISITION CORP. January 11, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the ?Certificate?), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Lerer Hippeau Acquisition Corp. (the ?Corp

Form of Securities Purchase Agreement between the Registrant and LHAC Sponsor LLC

Exhibit 10.6 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (as it may be amended from time to time, this ?Agreement?), dated as of [?], 2021, is entered into by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), and LHAC Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company intends to consummate an initial pub

Specimen Class A Common Stock Certificate

Exhibit 4.1 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ? ] LERER HIPPEAU ACQUISITION 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 CLASS A COMMON STOCK, PAR VALUE $0.0001, OF LERER HIPPEAU ACQUISITION CORP. (THE ?CORPORATION?) transferable on the books of the Corporation

Form of Underwriting Agreement

EX-1.1 Exhibit 1.1 20,000,000 Shares of Common Stock LERER HIPPEAU ACQUISITION CORP. ($10.00 per Share) UNDERWRITING AGREEMENT [], 2021 BARCLAYS CAPITAL INC. CODE ADVISORS LLC As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 c/o Code Advisors LLC 921 Front Street San Francisco, California 94111

Promissory Note, dated January 19, 2021, issued to LHAC Sponsor LLC

Exhibit 10.1 THIS PROMISSORY NOTE (THIS ?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 COM

Form of Administrative Services Agreement by and between the Registrant and Lerer Hippeau Ventures Management, LLC

EX-10.8 15 d87587dex108.htm EX-10.8 Exhibit 10.8 Lerer Hippeau Acquisition Corp. 100 Crosby Street, Suite 201 New York, NY 10012 Lerer Hippeau Ventures Management, LLC [●], 2021 100 Crosby Street, Suite 201 New York, NY 10012 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Lerer Hippe

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Lerer Hippeau Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1,

Form of Letter Agreement among the Registrant and its officers, directors and LHAC Sponsor LLC

EX-10.2 9 d87587dex102.htm EX-10.2 Exhibit 10.2 [●], 2021 Lerer Hippeau Acquisition Corp. 100 Crosby Street Suite 201 New York, NY 10012 Attention: [●] 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 or proposed to be entered into by and among

Form of First Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LERER HIPPEAU ACQUISITION CORP. [?], 2021 Lerer Hippeau Acquisition 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 ?Lerer Hippeau Acquisition Corp.?. The original certificate of incorporation of the Corporation

Bylaws (incorporated by reference from Exhibit 3.3 of the Company’s Registration Statement on Form S-1 (No. 333-253066) initially filed on February 12, 2021).

Exhibit 3.3 BYLAWS OF LERER HIPPEAU ACQUISITION CORP. (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 registered agent in

Form of Registration Rights Agreement between the Registrant and certain security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Lerer Hippeau Acquisition Corp., a Delaware corporation (the ?Company?), LHAC Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holders on the signature page hereto (each such party,

- S-1/A

S-1/A 1 d87587ds1a.htm S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on March 2, 2021. Registration No. 333-253066 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 LERER HIPPEAU ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delawa

Form of Indemnity Agreement

Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021, by and between Lerer Hippeau Acquisition 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

Consent of Greg Parsons

Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Lerer Hippeau Acquisition Corp. (the ?Company?) 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 di

Consent of Michael Walrath

Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Lerer Hippeau Acquisition Corp. (the “Company”) 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 di

Consent of Arianna Huffington

Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Lerer Hippeau Acquisition Corp. (the “Company”) 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 di

Consent of Stuart Freedman

Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by Lerer Hippeau Acquisition Corp. (the “Company”) 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 di

Power of Attorney*

Table of Contents As filed with the U.S. Securities and Exchange Commission on February 12, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LERER HIPPEAU ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 6770 86-1418494 (State or other jurisdiction of

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DRS 1 filename1.htm Table of Contents As confidentially submitted with the U.S. Securities and Exchange Commission on February 1, 2021. This draft registration statement has not been filed, publicly or otherwise, with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washingto