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~~January 431, ~~2022~~2023

Mason Industrial Technology, Inc.

(Exact name of registrant as specified in charter)

Delaware	001-39955	85-2856616
(State or other jurisdiction of incorporation)	Commission File number	(I.R.S. Employer Identification Number)
110 E. 59th Street New York, New York		10022
(Address of principal executive offices)		(Zip Code)

110 E. 59th Street New York, New York				10022
(Address of principal executive offices)				(Zip Code)

(212) 771-1200

(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~~TradingSymbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant	MIT.U	New York Stock Exchange
Class A common stock, par value $0.0001 per share	MIT	New York Stock Exchange
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50	MIT.W	New York Stock Exchange

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 38.01. ~~Notice~~Other ~~of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing~~Events.

On ~~November~~January 431, ~~2022~~2023, ~~the New York Stock Exchange (the “NYSE”) notified~~ Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), ~~and~~issued ~~publicly~~a ~~announced,~~press ~~that~~release ~~the~~announcing ~~NYSE~~it ~~determined~~will toredeem ~~commence~~all ~~proceedings~~of toits ~~delist~~outstanding ~~the~~shares ~~Company’s warrants, each whole warrant exercisable to purchase one share~~ of ~~the Company’s~~ Class A common stock, ~~par~~that ~~value~~were ~~$0.0001~~included ~~per~~in ~~share (~~the ~~“Class A~~units ~~Common~~issued ~~Stock”),~~in atthe aCompany’s ~~price~~initial ofpublic ~~$11.50 per share~~offering, ~~and~~effective ~~listed~~as toof ~~trade~~February 15, on2023, ~~NYSE~~because ~~under~~ the ~~symbol~~Company ~~“MIT.W”~~will ~~(the~~not ~~“Warrants”),~~consummate ~~from~~an ~~the~~initial ~~NYSE~~business ~~and~~combination ~~that~~within ~~trading in~~ the ~~Warrants~~time ~~would~~period berequired ~~suspended~~by ~~immediately,~~its ~~due~~Amended toand ~~trading~~Restated ~~price~~Certificate ~~levels~~of ~~pursuant~~Incorporation. toA ~~Section 802.01D~~copy of the ~~NYSE~~press ~~Listed~~release ~~Company~~of ~~Manual.~~the ~~Trading~~Company inis ~~the~~attached ~~Company’s~~hereto ~~Class A~~as ~~Common~~Exhibit ~~Stock~~99.1 and ~~units~~is ~~will~~incorporated ~~continue~~herein onby ~~the NYSE~~reference.

Item 9.01.

Financial Statements and Exhibits.


Exhibit No.		Description

99.1		Mason Industrial Technology, Inc. press release, dated January 31, 2023.

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

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.

	Mason Industrial Technology, Inc.
Date: November 4, 2022	By:	/s/ Michael G. Cutini
Date: January 31, 2023	By:	/s/ Michael G. Cutini
	Name:	Michael G. Cutini
	Title:	General Counsel

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