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 28, 2023 (December 28, 2023)

 

HEALTHCARE AI ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

 

Cayman Islands

 

001-41145

 

98-1585450

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

8 The Green Ste 15614 Dover DE 19901

 (Address of principal executive offices, including zip code)

 

(917) 446-0469

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 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 and one-half of one Redeemable Warrant

 

HAIAU

 

The Nasdaq Stock Market, LLC

 

 

 

 

 

Class A Ordinary Share, par value $0.0001 per share

 

HAIA

 

The Nasdaq Stock Market, LLC

 

 

 

 

 

Warrant, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share

 

HAIAW

 

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   ☒

 

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 December 18, 2023, the Company filed with the Securities and Exchange Commission and mailed to its shareholders the Company’s information statement on Schedule 14f-1 in connection with a change in majority control of the Company’s board of directors other than by a meeting of shareholders (the “14F”). The Company designated each of Jiande Chen, Nat Y Chan, Stefan Dodov and Manuel C. Menendez III  (the “New Directors”) to fill the vacancies to be left by departing directors Zikang Wu, Hao Tian, Yuerong Tan and Zixun Jin (the “Outgoing Directors”), and Zikang Wu shall resign as chief executive officer, to be effective upon the expiration of all applicable waiting periods under Section 14(f) of the Exchange Act and Rule 14f-1 thereunder. In addition, Xiaocheng Peng, will become the permanent chief financial officer of the Company and non-independent director, and Jiande Chen will replace Zikang Wu as Chief Executive Officer of the Company and chairman of the Board. Jiande Chen and Ziaocheng Peng are referred to as the “New Officers.”

 

On December 28, 2023, the resignation of the Outgoing Directors and chief executive officer  and appointment of the New Directors and New Officers became effective. The biographical information for each of the New Directors and New Officers disclosed in the 14F is incorporated herein by reference. No family relationships exist between any of the New Directors and New Officers, and any other directors or executive officers of the Company. There are no transactions to which the Company is or was a participant and in which any New Director or New Officer has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

 

Each of the New Directors and New Officers will enter into a joinder (the “Joinder Agreement”) to that certain letter agreement, as amended, and that certain registration rights agreement, both dated October 13, 2021, by and among the Company, the Company’s initial shareholders, the Sponsor, and certain officers and directors. In addition, each of the New Directors and New Officers will enter into indemnification agreements (“Indemnification Agreements”) with the Company, each of which will be substantially similar to the indemnification agreements entered into by the other officers and directors in connection with the Company’s initial public offering.

 

The foregoing descriptions are qualified in its entirety by reference to the Joinder Agreement, a form of which is attached as Exhibit 10.3 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on June 14, 2023, and the Indemnification Agreements, a form of which is attached as Exhibit 10.4 to the Company’s Registration Statement on Form S-1, as filed with the Securities and Exchange Commission on November 19, 2021, each of which is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits:

 

Exhibit No.

 

Description

 

 

 

10.1

 

Joinder Agreement, a form of which is attached as Exhibit 10.3 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on June 14, 2023

10.2

 

Indemnification Agreement, a form of which is attached as Exhibit 10.4 to the Company’s Registration Statement as filed with the Securities and Exchange Commission on November 19, 2021

104

 

Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

 

 

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.

 

 

HEALTHCARE AI ACQUISITION CORP.

 

 

 

 

Dated: December 28, 2023

By:

/s/ Zikang Wu

 

 

Name: Zikang Wu

 

 

 

Title: Chief Executive Officer

 

 

 

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v3.23.4
Cover
Dec. 28, 2023
Document Information Line Items  
Entity Registrant Name HEALTHCARE AI ACQUISITION CORP.
Entity Central Index Key 0001848861
Document Type 8-K
Amendment Flag false
Entity Emerging Growth Company true
Document Period End Date Dec. 28, 2023
Entity Ex Transition Period false
Entity File Number 001-41145
Entity Incorporation State Country Code E9
Entity Tax Identification Number 98-1585450
Entity Address Address Line 1 8 The Green
Entity Address Address Line 2 Ste 15614
Entity Address City Or Town Dover
Entity Address State Or Province DE
Entity Address Postal Zip Code 19901
City Area Code 917
Local Phone Number 446-0469
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Class A Ordinary Share Units [Member]  
Document Information Line Items  
Security 12b Title Units, each consisting of one Class A Ordinary Share and one-half of one Redeemable Warrant
Trading Symbol HAIAU
Security Exchange Name NASDAQ
Class A Ordinary Share [Member]  
Document Information Line Items  
Security 12b Title Class A Ordinary Share, par value $0.0001 per share
Trading Symbol HAIA
Security Exchange Name NASDAQ
Class A Ordinary Shares Warrants [Member]  
Document Information Line Items  
Security 12b Title Warrant, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share
Trading Symbol HAIAW
Security Exchange Name NASDAQ
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