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

Northern Revival Acquisition Corporation (formerly known as Noble Rock Acquisition Corporation, the "Company") held an extraordinary general meeting of Shareholders (the "General Meeting") at 10:30 a.m. Eastern Time on March 16, 2023 for the purposes of considering and voting upon:

? a special resolution, to amend the company's Amended and Restated Memorandum

and Articles of Association (the "charter") to change the name of the company

from Noble Rock Acquisition Corporation to Northern Revival Acquisition

Corporation (the "Name Change Proposal").

? a special resolution, to amend the charter to change certain provisions which

restrict the Company's Class B ordinary shares from converting to Class A

ordinary shares prior to the closing of the business combination (the

"Conversion Proposal").

? an ordinary resolution, to approve the adjournment of the General Meeting to a

later date or dates, if necessary, to permit further solicitation and vote of

proxies in the event that there are insufficient votes for, or otherwise in

connection with, the approval of the name change or conversion proposals (the

"Adjournment Proposal"), which was to be presented at the meeting if, based on

the tabulated votes, there are not sufficient votes at the time of the general

meeting to approve the foregoing proposals.

For more information on these proposals, please refer to the Company's proxy statement dated February 27, 2023 (the "Proxy Statement"). The Name Change Proposal and Conversion Proposal were approved by the shareholders at the General Meeting.

The form of the resulting amendments are filed as Exhibits 3.1 and 3.2 hereto and will be filed with the Cayman Islands Registrar of Companies but are effective upon the approval by shareholders today.

The foregoing description of the Name Change Proposal and Conversion Proposal are qualified in their entirety by the full text of these changes, which are filed as Exhibit 3.1 and Exhibit 3.2 hereto and incorporated herein by reference. The amendments to the Company's charter will have an effective date of March 16, 2023.

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

The disclosure set forth in Item 5.03 above is incorporated into this Item 5.07 by reference.

As of February 28, 2023, the record date for the General Meeting, there were 8,946,670 ordinary shares issued and outstanding on the record date, including (i) 2,909,170 Class A ordinary shares and (ii) 6,037,500 Class B ordinary shares entitled to vote at the Meeting. At the Meeting, there were 6,662,879 shares voted by proxy or in person, or approximately 74.5% of the shares issued and outstanding and entitled to vote at the General Meeting; therefore a quorum was present.

Shareholders voted to approve the Name Change Proposal. The proposal received the following final voting results:





   For      Against   Abstain
6,662,879      0         0

Shareholders also voted to approve the Conversion Proposal. The proposal received the following final voting results:



   For      Against   Abstain
6,662,879      0         0

The Adjournment Proposal was not presented to the shareholders because (as disclosed in the Proxy Statement) there were sufficient votes to approve the Name Change Proposal and the Conversion Proposal.




Item 8.01 Other Events

The disclosure set forth in Item 5.03 above is incorporated into this Item 8.01 by reference.

The submission of the Conversion Proposal entitled holders of the Company's Class A Ordinary Shares to redeem their shares for their pro rata portion of the funds held in the trust account established at the time of the Company's initial public offering. In connection with the General Meeting, as of March 14, 2023, the Company received requests for redemption from shareholders with respect to 433,699 Class A Ordinary Shares.

Item 9.01 Financial Statements and Exhibits





(d) Exhibits



No.   Name
3.1     Name Change Amendment to Memorandum and Articles of Association
3.2     Conversion Amendment to Memorandum and Articles of Association
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)




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