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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): February 23, 2024

 

Capitalworks Emerging Markets Acquisition Corp

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-41108   98-1598114
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1345 Avenue of the Americas, 11th Floor

New York, New York 10105

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (202) 320-4822

 

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 Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrant   CMCAU   The Nasdaq Stock Market LLC
         
Class A ordinary shares, par value $0.0001 per share   CMCA   The Nasdaq Stock Market LLC
         
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share   CMCAW   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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On February 23, 2024, Michael Faber tendered his resignation as a director of Capitalworks Emerging Markets Acquisition Corp (the “Company”), effective immediately. As a result of his resignation, Mr. Faber no longer serves as a member of each of the audit committee and the compensation committee of the board of directors of the Company. Mr. Faber’s resignation was not due to any disagreement with the Company.  

 

Prior to his resignation, Mr. Faber was nominated for re-appointment as a Class I Director until the 2027 annual general meeting of the Company, which re-appointment will be submitted to the sole holder of the Company’s Class B ordinary share for approval at the upcoming extraordinary meeting in lieu of an annual general meeting of shareholders to be held on February 29, 2024 (the “Meeting”). Because of Mr. Faber’s resignation, the sole holder of the Company’s Class B ordinary share will only consider the re-appointment of Whitney Baker as a Class I Director at the Meeting. 

 

 

 

 

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.

   
  Capitalworks Emerging Markets Acquisition Corp
   
Date: February 27, 2024 By: /s/ Roberta Brzezinski
    Name: Roberta Brzezinski
    Title:   Chief Executive Officer

 

 

 

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Cover
Feb. 23, 2024
Document Information [Line Items]  
Document Type 8-K
Amendment Flag false
Document Period End Date Feb. 23, 2024
Entity File Number 001-41108
Entity Registrant Name Capitalworks Emerging Markets Acquisition Corp
Entity Central Index Key 0001865248
Entity Tax Identification Number 98-1598114
Entity Incorporation, State or Country Code E9
Entity Address, Address Line One 1345 Avenue of the Americas
Entity Address, Address Line Two 11th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10105
City Area Code 202
Local Phone Number 320-4822
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Units Each Consisting Of One Class A Ordinary Share Par Value Dollar 0. 0001 Per Share And Onehalf Of One Redeemable Warrantt [Member]  
Document Information [Line Items]  
Title of 12(b) Security Units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrant
Trading Symbol CMCAU
Security Exchange Name NASDAQ
Common Class A [Member]  
Document Information [Line Items]  
Title of 12(b) Security Class A ordinary shares, par value $0.0001 per share
Trading Symbol CMCA
Security Exchange Name NASDAQ
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share[Member]  
Document Information [Line Items]  
Title of 12(b) Security Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise
Trading Symbol CMCAW
Security Exchange Name NASDAQ

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