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

Year

On February 27, 2023, Flame filed an amendment (the "Extension Amendment") to Flame's Amended and Restated Certificate of Incorporation (the "A&R Charter") with the Secretary of State of the State of Delaware. The Extension Amendment extends the date by which Flame must consummate its initial business combination from March 1, 2023 to September 1, 2023.

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

Item 5.07 Submission of Matters to a Vote of Security Holders

On February 27, 2023, Flame convened a special meeting of stockholders (the "Special Meeting"). As of the close of business on January 24, 2023, the record date for the Special Meeting, there was an aggregate of 35,937,500 shares of Flame's common stock outstanding (consisting of 28,750,000 shares of Flame's Class A common stock, par value $0.0001 per share ("Class A Common Stock") and 7,187,500 shares of Flame's Class B common stock, par value $0.0001 per share ("Class B Common Stock" and, together with the Class A Common Stock, the "Common Stock"), each of which was entitled to one vote with respect to the Extension Amendment Proposal (as defined below). A total of 25,822,469 shares of Common Stock, representing approximately 71.9% of the outstanding shares of Common Stock entitled to vote at the Special Meeting, were present in person or by proxy, constituting a quorum. The proposal


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listed below is described in more detail in Flame's definitive proxy statement, which was filed with the Securities and Exchange Commission on February 10, 2023. The stockholders of Flame voted on a proposal to amend the A&R Charter to extend the date by which Flame must consummate a business combination (the "Extension Amendment Proposal"). A summary of the voting results at the Special Meeting is set forth below:

The Extension Amendment Proposal - To approve and amend the A&R Charter to extend the date by which Flame must consummate a business combination from March 1, 2023 to September 1, 2023.



   For       Against   Abstain
25,812,265   10,204       0

Stockholders holding 20,317,255 shares of Class A Common Stock exercised their right to redeem such shares for a pro rata portion of the funds in Flame's trust account (the "Trust Account"). As a result, approximately $206,121,059.56 (approximately $10.15 per share) will be removed from the Trust Account to pay such redeeming holders.

Item 9.01. Financial Statements and Exhibits.





  (d) Exhibits.



Exhibit
  No.       Description of Exhibits

 3.1          Amendment to the Amended and Restated Certificate of Incorporation
            of Flame.

99.1          Press Release dated March 1, 2023.

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



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