UWM HOLDINGS CORP Material Modification to Rights of Security Holders, Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Financial Statements and Exhibits (form 8-K/A)

Item 3.03. Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 to this Current Report on Form 8-K is incorporated herein by reference.

Item 5.03. Amendments to Articles of Incorporation or Bylaws.

On January 20, 2021, the Company's board of directors (the "Board") and the Company's stockholders approved and adopted the Second Amended and Restated Certificate of Incorporation (the "Amended and Restated Charter") and the Board approved and adopted the Company's Amended and Restated Bylaws (the "Amended and Restated Bylaws"), each as in effect immediately prior to the Closing.

Copies of the Amended and Restated Charter and the Amended and Restated Bylaws are attached as Exhibit 3.1 and Exhibit 3.2 to the Original Report on Form 8-K, respectively, and are incorporated herein by reference.

The material terms of each of the Amended and Restated Charter and the Amended and Restated Bylaws and the general effect upon the rights of holders of the Company's capital stock are included in the Proxy Statement under the sections titled "Proposal No. 3-Approval of the Proposed Charter," "Proposal No. 4-Approval of Certain Governance Provisions in the Proposed Charter" and "Description of Securities", which information is incorporated herein by reference.

Item 5.06. Change in Shell Company Status.

As a result of the Business Combination, the Company ceased being a shell company. The material terms of the Business Combination are described in the section of the Proxy Statement entitled "Proposal No. 1-Approval of the Business Combination" beginning on page 137, which is incorporated herein by reference. In addition, the information set forth in the "Introductory Note" and in Item 2.01 of the Original Report are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.




Exhibit
  No.        Description

3.1            Amended and Restated Certificate of Incorporation of UWM Holdings
             Corporation.

3.2            Amended and Restated Bylaws of UWM Holdings Corporation.

3.3            First Amended and Restated Limited Liability Company Agreement of
             UWM Holdings, LLC, dated January 21, 2021.




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