Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

It is with great sadness that ShoulderUp Technology Acquisition Corp. (the "Company") announces the unexpected passing of Vincent Stewart, the Chairman of its Board of Directors, on April 28, 2023. Mr. Stewart's contributions and commitment to the Board will be deeply missed, and the Company wishes to express its sincere condolences to the Stewart family during this difficult time.

Please find attached, as Exhibit 99.1 to this current report, a copy of the press release concerning Mr. Stewart's passing. In light of this tragedy, Shawn Henry, who is currently a director of the Company, will be taking on the role of Chairman of the Board of Directors.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit No.   Description
99.1            Press Release dated May 3, 2023
104           Cover Page Interactive Data File (embedded within the Inline XBRL document)




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