UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders
On August 20, 2021, Vector Acquisition Corporation (“Vector”) held an annual general meeting of its shareholders (the “General Meeting”), at which holders of 23,613,609 ordinary shares (consisting of 15,613,609 Class A ordinary shares and 8,000,000 Class B ordinary shares) were present in person or by proxy, representing 59.03% of the voting power of Vector’s ordinary shares as of the date of the General Meeting, and constituting a quorum for the transaction of business. The proposals listed below are described in more detail in the definitive proxy statement/prospectus of Vector, which was filed with the Securities and Exchange Commission (the “SEC”) on July 21, 2021 (the “Proxy Statement/Prospectus”). A summary of the voting results at the General Meeting is set forth below:
The shareholders approved the Business Combination Proposal, the Domestication Proposal, the Governing Documents Proposals, the Nasdaq Proposal, the Equity Incentive Plan Proposal, the Employee Stock Purchase Plan Proposal and the Director Proposal (each as defined in the Proxy Statement/Prospectus).
The voting results for each proposal are provided below. There were no broker non-votes for any of the proposals.
The Business Combination Proposal:
| For |
Against |
Abstain | ||
| 22,806,594 | 575,588 | 231,427 |
The Domestication Proposal:
| For |
Against |
Abstain | ||
| 22,802,826 | 573,891 | 236,892 |
Governing Documents Proposal A:
| For |
Against |
Abstain | ||
| 22,524,318 | 744,014 | 345,277 |
Governing Documents Proposal B:
| For |
Against |
Abstain | ||
| 22,556,821 | 733,281 | 323,507 |
Governing Documents Proposal C:
| For |
Against |
Abstain | ||
| 22,716,225 | 629,365 | 268,019 |
The Nasdaq Proposal:
| For |
Against |
Abstain | ||
| 22,726,108 | 629,635 | 257,866 |
The Equity Incentive Plan Proposal:
| For |
Against |
Abstain | ||
| 22,523,170 | 759,922 | 330,517 |
The Employee Stock Purchase Plan Proposal:
| For |
Against |
Abstain | ||
| 22,643,958 | 656,069 | 313,582 |
The Director Proposal:
| For |
Against |
Abstain | ||
| 8,000,000 | N/A | N/A |
Pursuant to the Director Proposal, Vector elected David Kennedy as director to serve until the earlier of (i) the consummation of the Business Combination (as defined below) or (ii) the 2024 annual general meeting and, in each case, until his successor is appointed and qualified. As there were sufficient votes to approve the above proposal, the “Adjournment Proposal” described in the Proxy Statement/Prospectus was not presented to shareholders.
Based on the results of the General Meeting, and subject to the satisfaction or waiver of certain other closing conditions as described in the Proxy Statement/Prospectus, the transactions contemplated by that certain Agreement and Plan of Merger, dated as of March 1, 2021, by and among Vector, Prestige USA Merger Sub, Inc. and Rocket Lab USA, Inc. (the “Business Combination”) are expected to be consummated on August 25, 2021. Following the consummation of the Business Combination, the common stock and warrants of Rocket Lab USA, Inc. are expected to begin trading on the Nasdaq Capital Market under the symbols “RKLB” and “RKLBW,” respectively, on August 25, 2021.
Attached as Exhibit 99.1 hereto and incorporated by reference herein is the press release that was released on August 20, 2021 announcing the voting results at the General Meeting.
Item 8.01. Other Events.
In connection with the Business Combination, holders of 968,617 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $10.00 per share, for an aggregate redemption amount of $9,686,170.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit |
Description | |
| 99.1 | Press Release, dated August 20, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within 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.
Dated: August 20, 2021
| VECTOR ACQUISITION CORPORATION | ||
| By: | /s/ David Baylor | |
| Name: | David Baylor | |
| Title: | Chief Financial Officer | |