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 1327, 2023 (June 722, 2023)

CF ACQUISITION CORP. IV

(Exact name of registrant as specified in its charter)

Delaware		001-39824		85-1042073
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

110 East 59th Street

New York, ~~New~~NY ~~York~~ 10022

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 938-5000

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 share of Class A common stock and one-third of one redeemable warrant	CFIVU	The Nasdaq Stock Market LLC

Class A common stock, par value $0.0001 per share	CFIV	The Nasdaq Stock Market LLC

Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share	CFIVW	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 31.0201. ~~Unregistered~~Entry ~~Sales~~into ofa ~~Equity~~Material ~~Securities~~Definitive Agreement.

On June 1222, 2023, CF Acquisition Corp. IV (the “Company”) issued ana ~~aggregate~~promissory ofnote ~~12,366,250~~(the ~~shares~~“Note”) in ofthe ~~its~~principal ~~Class~~amount Aof ~~common~~up ~~stock,~~to ~~par value~~ $~~0.0001 per share (“Class A Common Stock”)~~1,350,000 to CFAC Holdings IV, LLC, ~~the sponsor of the Company~~ (the “Sponsor”), ~~upon~~ ~~the~~pursuant ~~conversion~~to ~~(“Conversion”)~~which ~~of an equal number of shares of Class B common stock of~~ the ~~Company, par value $0.0001 per share (“Class B Common Stock”), held by the~~ Sponsor~~. The 12,366,250 shares of Class A Common Stock issued in connection~~ ~~with~~agreed ~~the~~to ~~Conversion~~loan ~~are subject~~ to the ~~same~~Company ~~restrictions~~up ~~as applied~~ to ~~the~~such ~~Class~~amount Bin ~~Common~~connection ~~Stock~~with ~~before~~ the ~~Conversion,~~extension ~~including, among other things, certain transfer restrictions, waiver~~ of ~~redemption rights and~~ the ~~obligation to vote in favor of an initial business combination as described in the prospectus for the~~ Company’s ~~initial~~time ~~public~~to ~~offering.~~consummate ~~Following~~a ~~the~~business combination ~~Conversion,~~from ~~there~~June ~~were 23~~28,~~617,670~~ ~~shares of~~2023 ~~Class~~to AMarch ~~Common Stock issued and outstanding and 133~~28,~~750~~ ~~shares~~2024 of(or ~~Class~~such Bearlier ~~Common~~date ~~Stock~~as ~~issued~~determined ~~and~~by ~~outstanding.~~the Asboard ~~a result~~ of ~~the~~directors ~~Conversion, the Sponsor holds approximately 56.6%~~ of the Company’s) ~~issued~~(the ~~and outstanding Class A Common Stock~~“Extension”).

The Company ~~shares~~will ofdeposit ~~Class~~$150,000 ~~A Common~~into ~~Stock~~the ~~issued~~Company’s ~~upon~~trust account (the ~~Conversion~~“Trust ~~have~~Account”) ~~not~~(i) ~~been~~in ~~registered~~connection with the first drawdown under the ~~Securities~~Note ~~Act~~and (ii) for each of ~~1933,~~the aseight ~~amended~~subsequent calendar months (commencing on July 29, in2023 ~~reliance~~and ending on the 28th ~~exemption~~day of each subsequent month), or portion thereof, that is needed by the Company to complete an initial business combination ~~from~~(the ~~registration~~“Business ~~provided~~Combination”) until March 28, 2024, or until such earlier date determined by ~~Section~~the 3board of directors of the Company. Such amounts will be distributed either to: (a1) all of the holders of Public Shares upon the Company’s liquidation or (92) ~~thereof~~holders of Public Shares who elect to have their shares redeemed in connection with the consummation of the Business Combination.

~~Item~~The Note ~~7.01~~bears ~~Regulation~~no FDinterest ~~Disclosure~~and is repayable in full upon the earlier of (a) the date of the consummation of the Business Combination or (b) the date of the liquidation of the Company.

The issuance ~~disclosure~~of ~~set~~the ~~forth above~~Note inwas ~~Item~~made ~~3.02~~pursuant ofto ~~this~~the ~~Current~~exemption ~~Report~~from onregistration ~~Form~~contained ~~8-K~~in isSection 4(a)(2) ~~incorporated~~of bythe ~~reference~~Securities inAct ~~this~~of ~~Item~~1933, as 7amended.~~01.~~

~~Item~~The foregoing 8description is qualified in its entirety by reference to the Note, a copy of which is attached as Exhibit 10.~~01.~~1 ~~Other~~hereto ~~Events~~and is incorporated herein by reference.

OnItem ~~June~~2.03. 7,Creation ~~2023, the Company issued a press release announcing that, to mitigate the current uncertainty surrounding the implementation~~ of the Inflation Reduction Act of 2022, in the event that the extension (the “Extension”) of the time period the Company has to complete an initial business combination (the “Business Combination”) is implemented as described in the proxy statement filed by the Company on May 22, 2023 (the “Proxy Statement”), in connection with its special meeting of stockholders to be held on June 22, 2023, CFAC Holdings IV, LLC, the sponsor of the Company, or a ~~designee,~~Direct ~~will~~Financial ~~indemnify~~Obligation the Company for any reduction in the amount in the trust account as a result of any excise tax liabilities to the extent of such reduction that would otherwise be paid to any public stockholder exercising its rights with respect to any future redemption opportunities that are provided prior to or inan ~~connection~~Obligation ~~with~~Under a Business Combination or in respect of a liquidation of the Company. Additionally, if the Extension is implemented, the Company plans to continue to maintain the remaining amount in its trust account in an ~~interest~~Off-~~bearing~~balance ~~demand~~Sheet ~~deposit~~Arrangement ~~account~~of at a ~~bank~~Registrant.

AThe disclosure ~~copy~~contained ofin ~~the~~Item ~~press~~1.01 ~~release~~of ~~issued~~this byCurrent ~~the~~Report ~~Company is~~on ~~attached as Exhibit 99.1 and~~ Form 8-K is incorporated by reference ~~into~~in this Item 8 2.0103.

~~Participants~~Item in5.03. ~~the~~Amendments ~~Solicitation~~to Articles of Incorporation or Bylaws; Change in Fiscal Year.

~~The~~On June ~~Company~~22, ~~and~~2023, ~~its~~the ~~directors~~Company ~~and~~filed ~~executive~~a ~~officers and~~second ~~other~~amendment ~~persons may be deemed~~ to bethe ~~participants~~Company’s inAmended ~~the~~and ~~solicitation~~Restated Certificate of ~~proxies~~Incorporation ~~from~~with the Secretary ~~Company’s~~of ~~stockholders~~State ~~in respect~~ of the ~~Extension.~~State ~~Information~~of ~~regarding~~Delaware (the ~~Company’s~~“Extension ~~directors~~Amendment”). ~~and~~The ~~executive~~Extension ~~officers~~Amendment isextends ~~available~~the indate ~~its~~by which ~~annual~~the ~~report~~Company onmust ~~Form~~consummate ~~10-K filed with~~ the ~~SEC.~~Business ~~Additional~~Combination ~~information~~from ~~regarding~~June ~~the~~28, ~~participants~~2023 into ~~the~~March ~~proxy~~28, ~~solicitation~~2024 ~~and~~(or asuch ~~description~~earlier ofdate ~~their~~as ~~direct~~determined ~~and~~by ~~indirect~~the ~~interests~~board ~~are~~of ~~contained~~directors inof the ~~Proxy Statement~~Company).

NoThe foregoing ~~Offer~~description oris ~~Solicitation~~qualified in its entirety by reference to the Extension Amendment, a copy of which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

~~This~~Item ~~communication~~5.07. ~~shall~~Submission ~~not constitute an offer to sell or the solicitation~~ of anMatters ~~offer~~ to buy any securities, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a ~~prospectus~~Vote ~~meeting the requirements~~ of ~~Section 10~~Security ~~of the Securities Act of 1933, as amended~~Holders.

1On June 22, 2023, the Company held a special meeting of stockholders (the “Meeting”). At the Meeting, the Company’s stockholders approved the Extension Amendment, extending the date by which the Company must consummate a Business Combination from June 28, 2023 to March 28, 2024 (or such earlier date as determined by the board of directors of the Company) (the “Extension Amendment Proposal”).

~~Additional~~The final ~~Information~~ voting results for the Extension Amendment Proposal were as follows:

The Company has filed the Proxy Statement with the Securities and Exchange Commission (the “SEC”) in connection with the Meeting and, beginning on May 23, 2023, mailed the Proxy Statement and other relevant documents to its stockholders as of the May 1, 2023 record date for the Meeting. The Company’s stockholders and other interested persons are advised to read the Proxy Statement and any other relevant documents that have been or will be filed with the SEC in connection with the Company’s solicitation of proxies for the Meeting because these documents will contain important information about the Company, the Extension and related matters. Stockholders may also obtain a free copy of the Proxy Statement, as well as other relevant documents that have been or will be filed with the SEC, without charge, at the SEC’s website located at www.sec.gov or by directing a request to Morrow Sodali, LLC at (800) 662-5200 (toll free) or by email at CFIV.info@investor.morrowsodali.com.

For		Against		Abstain
19,996,214		406,219		500

~~Forward-Looking~~Stockholders holding ~~Statements~~2,701,743 shares of the Company’s Class A common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $28.3 million (approximately $10.48 per share) will be removed from the Trust Account to pay such holders. Following redemptions, the Company will have 7,549,677 public shares outstanding.

This Current Report on Form 8-K and oral statements made from time to time by representatives of the Company may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to the Company or its management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company’s management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.1

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits .

Exhibit Number		Title
99.1		Press Release, dated June 7, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

The following exhibits are being filed herewith:

Exhibit No.		Description of Exhibits
3.1		Second Amendment to Amended and Restated Certificate of Incorporation of the Company.
10.1		Promissory Note issued to the Sponsor.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~SIGNATURE~~2

~~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.~~SIGNATURE

	CF ACQUISITION CORP. IV
	By:	/s/ Howard W. Lutnick
	Name:	Howard W. Lutnick
	Title:	Chief Executive Officer
Dated: June 13, 2023

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.

	CF Acquisition Corp. IV

Dated: June 27, 2023	By:	/s/ Howard W. Lutnick
	Name:	Howard W. Lutnick
	Title:	Chief Executive Officer

Filing Compare · CF ACQUISITION CORP. IV