Item 8.01. Other Events.

On November 1, 2022, FTAC Zeus Acquisition Corp. (the "Company") filed a preliminary proxy statement to hold a special meeting (the "Special Meeting") to seek stockholder approval to adopt an amendment to its Amended and Restated Certificate of Incorporation ("Charter") and to the Investment Management Trust Agreement dated November 18, 2021, to allow the Company to accelerate the date by which the Company must cease all operations, redeem all of its outstanding public shares, and liquidate from May 23, 2023 (or by August 23, 2023 if the Company has executed a letter of intent, agreement in principle or definitive agreement for its initial business combination, but has not completed such business combination, by May 23, 2023) (the "Original Termination Date"), to such earlier date as determined by the Board of Directors; provided that such date cannot be earlier than sixty (60) days before the Original Termination Date.

In connection with the Special Meeting and the Charter amendment, holders of the Company's Class A common stock have the right to optionally redeem their shares for a pro rata portion of the Company's trust account (the "Optional Redemption"), provided that the Charter amendment is approved and implemented, and further provided that such Optional Redemptions do not result in the Company having less than $5,000,001 in net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934 (the "Exchange Act")). Upon further consideration, the Company has determined that it does not expect to proceed with the intended amendments if the Optional Redemptions would result in the Company's trust account having a remaining balance less than a certain threshold amount, which amount is currently anticipated to be approximately $150 million.





Forward-Looking Statements



This Current Report on Form 8-K contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Such forward-looking statements can generally be identified by the use of forward-looking terminology such as "may," "trend," "will," "continue," "expect," "intend," "anticipate," "estimate," "believe," "look forward" or other similar words or terms. Because such statements include risks, uncertainties and contingencies, actual actions and results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. Factors that can affect future results include, but are not limited to, those discussed under the heading "Risk Factors" and "Management's Discussion and Analysis of Financial Condition" in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statement to reflect new or changing information or events after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law.





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