LANDCADIA HOLDINGS IV, INC. : Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 22, 2022, Landcadia Holdings IV, Inc. ("Landcadia") held a special meeting in lieu of an annual meeting of stockholders (the "Special Meeting"). At the Special Meeting, Landcadia's stockholders approved an amendment to Landcadia's Second Amended and Restated Certificate of Incorporation (the "Charter Amendment") to extend the date by which Landcadia must complete a merger, capital stock exchange, asset acquisition, stock purchase reorganization or similar business combination (a "business combination") from March 29, 2023 to September 29, 2023. In addition, on December 27, 2022, Landcadia filed the Charter Amendment with the Secretary of State of the State of Delaware.

The foregoing description is qualified in its entirety by reference to the Charter Amendment, a copy of which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Special Meeting, Landcadia's stockholders approved the Charter Amendment extending the date by which Landcadia must consummate an initial business combination from March 29, 2023 to September 29, 2023 (the "Extension Amendment Proposal").

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

   For       Against   Abstain   Broker Non-Votes
42,951,823   164,146      0             0

Landcadia's stockholders also elected Scott Kelly as Class I director of Landcadia's board of directors until the third annual meeting of Landcadia held after the Special Meeting or until his successor is appointed and qualified (the "Director Election Proposal").

The final voting results for the Director Election Proposal were as follows:

                 For       Withhold    Broker Non-Votes
Scott Kelly   37,406,443   5,709,526          0

In connection with the Special Meeting, stockholders holding 48,642,463 shares of Landcadia's Class A common stock exercised their right to redeem such shares for a pro rata portion of the funds held in Landcadia's trust account (the "Trust Account") as of December 20, 2022, including any interest earned on the funds held in the Trust Account (which interest shall be net of taxes payable). As a result, approximately $492.2 million (approximately $10.12 per share) will be removed from the Trust Account to pay such holders and approximately $13.7 million will remain in the Trust Account. Following the aforementioned redemptions, Landcadia will have 13,857,537 shares of common stock outstanding, which includes 1,357,537 shares of Landcadia's Class A common stock and 12,500,000 shares of Landcadia's Class B common stock.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.   Description
  3.1           Amendment to the Registrant's Second Amended and Restated
              Certificate of Incorporation.

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

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