~~UNITED~~United ~~STATES~~States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~FORM~~Form 8-K

~~CURRENT~~Current ~~REPORT~~Report

Pursuant to Section 13 or ~~Section~~ 15(d)

of the Securities Exchange Act of 1934

~~Date of Report (Date of earliest event reported): July~~January 6, ~~2022~~2023

Date of Report (Date of earliest event reported)

TZP STRATEGIES ACQUISITION CORP.

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in its ~~charter~~Charter)

Cayman Islands	001-39909	98-1555127
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)
(State or other jurisdictionof incorporation)	(Commission File Number)	(I.R.S. EmployerIdentification No.)

888 Seventh Ave, 20th Floor

888 Seventh Ave., 20th Floor

New York, New York

10106

(Address of Principal Executive Offices)

(Zip Code)

~~New~~Registrant’s ~~York~~telephone number, ~~New~~including ~~York~~area ~~10106~~code: (212) 398-0300

~~(212)~~Not ~~398-0300~~Applicable

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

7 Times Square, Suite 4307

New York, New York 10036

(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 toof 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 Symbols~~TradingSymbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-third of one redeemable warrant	TZPSU	The Nasdaq Capital Market
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-third of one redeemable warrant	TZPSU	The Nasdaq Capital Markets
Class A ordinary shares included as part of the units	TZPS	The Nasdaq Capital ~~Market~~Markets
Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	TZPSW	The Nasdaq Capital ~~Market~~Markets

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 58.0201. ~~Departure~~Other ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Events.

~~Effective~~On ~~July~~January 6, ~~2022~~2023, ~~the Board of Directors of~~ TZP Strategies Acquisition Corp. (the “Company”) issued a press release announcing it will redeem all of its outstanding Class ~~accepted~~A ordinary shares, par value $0.0001, effective as of the ~~resignation~~close of ~~Sheera~~business ~~Michael~~on asJanuary 23, 2023, because the Company’s ~~Chief~~will ~~Financial~~not ~~Officer~~consummate an initial business combination within the time period required by its Amended and ~~subsequently~~Restated ~~appointed~~Memorandum ~~Heather~~and ~~Fraser~~Articles toof ~~serve~~Association. asA copy of the ~~Company’s~~press ~~Chief~~release ~~Financial~~is ~~Officer~~attached hereto as Exhibit 99.1 and is incorporated herein by reference.

~~Heather~~Item ~~Fraser began her career at KPMG, LLP in the assurance practice~~9. ~~In 2000, Heather joined Swander Pace Capital (“SPC”)~~01. ~~During~~Financial ~~her~~Statements ~~20-year tenure, Heather transformed the operations of SPC, building all aspects of the accounting, financial management, reporting, investor relations, operations,~~ and ~~human resources functions~~Exhibits. Heather led SPC’s efforts to become a Registered Investment Adviser in 2012. Immediately prior to joining the Company, she was a Managing Director at Standish Management where she served as Practice Lead for private equity/buyouts. Heather earned her B.S. in Accounting, cum laude, from Nazareth College of Rochester and is a Certified Public Accountant (inactive) in the State of New York.

There are no family relationships between Ms. Fraser and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company that are subject to disclosure under Item 404(d) of Regulation S-K.


Exhibit No.		Description

99.1		Press release, dated January 6, 2023

104		Cover Page Interactive Data File (embedded with XBRL document).

~~There are no transactions between the Company and Ms. Fraser that are subject to disclosure under Item 404(a) of Regulation S-K.~~SIGNATURES

InPursuant ~~connection with her appointment, Ms. Fraser is expected~~ to ~~enter~~the ~~into~~requirements anof ~~indemnity~~the ~~agreement~~Securities ~~and~~Exchange aAct ~~letter~~of ~~agreement~~1934, ~~with~~ the ~~Company~~Registrant onhas ~~the~~duly ~~same~~caused ~~terms~~this asreport ~~the~~to ~~indemnity~~be ~~agreements~~signed ~~and~~on ~~letter~~its ~~agreement~~behalf ~~entered into~~ by the ~~directors~~undersigned ~~and~~hereunto ~~officers~~duly ~~of the Company at the time of the Company’s initial public offering~~authorized.

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.

Dated: January 6, 2023

TZP STRATEGIES ACQUISITION CORP.

/s/ Samuel Katz

Name:

Title:

Samuel Katz

Chief Executive Officer

Filing Compare · TZP Strategies Acquisition Corp.