Basic Stats
| CIK | 1843714 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Andretti Acquisition Corp. - Equity Warrant
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| September 3, 2025 |
Zapata Quantum Completes First Phase of Strategic Restructure, Establishing Foundation for Growth Exhibit 99.1 Zapata Quantum Completes First Phase of Strategic Restructure, Establishing Foundation for Growth ● Completes $3 million convertible bridge financing including high quality strategic investors as well as insider participation ● Pays down half of outstanding senior secured debt and converts over $10 million of debt to equity ● Secures industry-leading quantum computing IP portfolio dev |
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| September 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 3, 2025 ZAPATA QUANTUM, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commission File |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 27, 2025 ZAPATA QUANTUM, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commission File N |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 21, 2025 ZAPATA QUANTUM, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commission File N |
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| August 27, 2025 |
CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION Exhibit 3.1 |
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| August 22, 2025 |
NON-QUALIFIED STOCK OPTION AGREEMENT Exhibit 10.1 NON-QUALIFIED STOCK OPTION AGREEMENT NON-PLAN THIS STOCK OPTION AGREEMENT (this “Agreement”) entered into as of August , 2025 (the “Grant Date”) between Zapata Computing Holdings, Inc., a Delaware corporation (the “Company”) and (the “Optionee”). WHEREAS, pursuant to the authority of the Board of Directors (the “Board”), the Company has granted the Optionee the right to purchase commo |
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| August 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 18, 2025 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commis |
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| July 24, 2025 |
Exhibit 4.1 CERTIFICATE OF DESIGNATIONS OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK OF ZAPATA COMPUTING HOLDINGS INC. The undersigned, Sumit Kapur, Chief Executive Officer of Zapata Computing Holdings Inc., a Delaware corporation (the “Corporation”), DOES HEREBY CERTIFY that, pursuant to Section 151(g) of the Delaware General Corporation Law (the “DGCL”) and the |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 18, 2025 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commissi |
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| July 23, 2025 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 30, 2024 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commi |
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| July 23, 2025 |
Exhibit 16.1 Deloitte & Touche LLP 115 Federal Street Boston, MA 02110 USA Tel: +1 617 437 2000 Fax: +1 617 437 2111 www.deloitte.com July 23, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Zapata Computing Holdings, Inc. Form 8-K dated July 23, 2025, and we agree with the statements made in the second, third and f |
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| July 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 27, 2025 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commissi |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 13, 2025 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commissi |
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| June 18, 2025 |
ZAPATA COMPUTING, INC 6 Liberty Square # 2488 Boston, MA 02109 Exhibit 10.3 ZAPATA COMPUTING, INC 6 Liberty Square # 2488 Boston, MA 02109 , 2025 Attention: Email: Re: Senior Secured Note Purchase Agreement, dated as of December 15, 2023, by and among Zapata Computing, Inc., a Delaware corporation, the Investors (as defined therein) party thereto, Acquiom Agency Services LLC, in its capacity as the Collateral Agent (as defined therein), and the other parties |
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| June 18, 2025 |
EXHIBIT 10.5 SECURITY AGREEMENT This Security Agreement (this “Agreement”), dated as of June 12, 2025, is by and among ZAPATA COMPUTING HOLDINGS INC., a Delaware corporation (“Debtor”), each of the subsidiaries of the Debtor party hereto, and ACQUIOM AGENCY SERVICES LLC in its capacity as Collateral Agent for the Purchasers under (with each such term as defined in) the Securities Purchase Agreemen |
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| June 18, 2025 |
[The remainder of this page has intentionally been left blank] Exhibit 10.1 June , 2025 [Insert Recipient Name and Address] Re: Conversion Agreement Ladies and Gentlemen: As of the date hereof, Zapata Computing Holdings Inc. (“Debtor” or the “Company”) and (“Creditor,” and together with Debtor, the “Parties”) acknowledge that certain obligations are currently owed by Debtor to Creditor, in the aggregate amount of $ (the “Outstanding Balance”), arising from on |
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| June 18, 2025 |
Universal Resale and Registration Provisions Exhibit 10.4 Universal Resale and Registration Provisions This Exhibit shall be considered a part of the Agreement and capitalized terms that are not defined in this Exhibit shall have the meanings prescribed to them in the Agreement. Resale Provisions For purposes of this Agreement, “Holders” means all holders of Common Stock issued or issuable in connection with the Company's restructuring trans |
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| June 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 12, 2025 ZAPATA COMPUTING HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commissi |
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| June 18, 2025 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS WARRANT NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| June 18, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (“Agreement”) is made as of June 12, 2025, by and among Zapata Computing Holdings Inc., a Delaware corporation (the “Company”), and the persons and entities who sign this Agreement as purchasers of the Notes and Warrants (as defined below) (individually a “Purchaser” and collectively the “Purchasers”). RECITAL WHEREAS, t |
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| June 18, 2025 |
EXHIBIT 10.6 First Lien Pari Passu Intercreditor Agreement dated as of June 12, 2025 among Acquiom Agency Services LLC, as Initial First Lien Agent, Acquiom Agency Services LLC, as Initial Additional First Lien Agent, , and Zapata Computing Holdings Inc., Zapata Computing, Inc., and the other Grantors party hereto. TABLE OF CONTENTS Page Article I. DEFINITIONS 2 Section 1.1 Certain Defined Terms 2 |
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| June 18, 2025 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECU |
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| November 14, 2024 |
WNNR / Andretti Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Zapata Computing Holdings Inc. (formerly known as ANDRETTI ACQUISITION CORP.) (Name of Issuer) Common Stock Shares, $0.0001 par value per share (Title of Class of Securities) G26735103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Stateme |
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| November 13, 2024 |
WNNR / Andretti Acquisition Corp. / Walleye Capital LLC Passive Investment SC 13G/A 1 walleye-wnnr093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zapata Computing Holdings Inc. (Name of Issuer) Class A ordinary shares, $0.0001 par value (Title of Class of Securities) G26735103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Stateme |
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| November 8, 2024 |
SC 13G/A 1 zpta13ga.htm ZPTA 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zapata Computing Holdings Inc. (formerly known as Andretti Acquisition Corp.) (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 98906V100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 As filed with the Securities and Exchange Commission on October 18, 2024 Registration Nos. |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction (Commission (IRS Empl |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 As filed with the Securities and Exchange Commission on October 18, 2024 Registration Nos. |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 As filed with the Securities and Exchange Commission on October 18, 2024 Registration No. |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 As filed with the Securities and Exchange Commission on October 18, 2024 Registration Nos. |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 7, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction (Commission (IRS Emplo |
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| October 4, 2024 |
ZPTA / Zapata Computing Holdings Inc. / Prelude Fund, LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZAPATA COMPUTING HOLDINGS INC. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98906V100 (CUSIP Number) SEPTEMBER 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| September 13, 2024 |
Zapata Computing Holdings Inc. Up to 13,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-281907 PROSPECTUS Zapata Computing Holdings Inc. Up to 13,000,000 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 13,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”), by the selling stockholder, Lincoln Park Capital Fund, LLC (“Lincoln Park” or the “Selling Stockholder”). |
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| September 10, 2024 |
Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 September 10, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Zapata Computing Holdings Inc. Registration Statement on Form S-1 File No. 333-281907 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of |
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| September 3, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 3, 2024 As filed with the U.S. Securities and Exchange Commission on September 3, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zapata Computing Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 7372 87-4706968 (State or Other Jurisdiction of Incorporation or Or |
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| September 3, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction (Commission (IRS Emp |
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| September 3, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 6 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no. 6 (this “Prospectus Supplement”) updates, amends and supplements the pr |
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| September 3, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 6 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 6 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospectus”) which forms |
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| September 3, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Zapata Computing Holdings Inc. |
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| September 3, 2024 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Financial Statements for Zapata Computing, Inc.: Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) F-2 Consolidated Balance Sheets as of December 31, 2023 and 2022 F-3 Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2023 and 2022 F-4 Consolidated Statements of Convertible Preferred Stoc |
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| August 22, 2024 |
ZPTA / Zapata Computing Holdings Inc. / COMCAST CORP - FORM SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZAPATA COMPUTING HOLDINGS INC. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98906V100 (CUSIP Number) August 19, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| August 15, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 5 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 5 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospec |
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| August 15, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 5 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no. 5 (this “Prospectus Supplement”) updates, amends and |
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| August 14, 2024 |
Zapata AI Announces Second Quarter 2024 Financial Results and Provides Business Update Exhibit 99.1 Zapata AI Announces Second Quarter 2024 Financial Results and Provides Business Update BOSTON (August 14, 2024) – Zapata Computing Holdings Inc. (“Zapata AI” or “the Company”) (Nasdaq: ZPTA), a leading provider of industrial-grade software for enterprise AI, today announced its financial results for the second quarter of 2024 and provided a business update. Business Highlights • Signi |
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| August 14, 2024 |
Exhibit 10.32 EXECUTION COPY PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”), dated as of August 13, 2024, by and between ZAPATA COMPUTING HOLDINGS INC., a Delaware corporation (the “Company”) and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell t |
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| August 14, 2024 |
Exhibit 10.33 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 13, 2024, by and between ZAPATA COMPUTING HOLDINGS INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwi |
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| August 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction (Commission (IRS Emplo |
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| August 14, 2024 |
Exhibit 10.29 ZAPATA COMPUTING, INC. CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”), made as of May 21, 2024 (the “Effective Date”) is entered into by Zapata Computing, Inc., a Delaware corporation (the “Company”) with offices at 100 Federal Street, Floor 20, Boston, Massachusetts 02110, and Mimi Flanagan (the “Consultant”). The Company and the Consultant are each a "Party" to th |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41218 Zapata Computing Holdings Inc. |
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| July 30, 2024 |
WNNR / Andretti Acquisition Corp. / BANK OF NOVA SCOTIA - BANK OF NOVA SCOTIA Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A ordinary shares, $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 30, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| July 25, 2024 |
ZPTA / Zapata Computing Holdings Inc. / ANDRETTI MICHAEL - SCHEDULE 13G Passive Investment SC 13G 1 eh24051045913g-andrettimi.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zapata Computing Holdings Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 98906V100 (CUSIP Number) July 18, 2024 (Date of Event Which Requires Filing of this |
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| July 25, 2024 |
ZPTA / Zapata Computing Holdings Inc. / SANDBROOK WILLIAM J - SCHEDULE 13G Passive Investment SC 13G 1 eh24051045513g-sandbrook.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zapata Computing Holdings Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 98906V100 (CUSIP Number) July 18, 2024 (Date of Event Which Requires Filing of this S |
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| July 25, 2024 |
ZPTA / Zapata Computing Holdings Inc. / Andretti Mario - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| July 22, 2024 |
ZPTA / Zapata Computing Holdings Inc. / Andretti Sponsor LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| July 12, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 4 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no. 4 (this “Prospectus Supplement”) updates, amends and supplements the pr |
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| July 12, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 4 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 4 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospectus”) which forms |
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| July 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commis |
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| June 28, 2024 |
WNNR / Andretti Acquisition Corp. / Radcliffe Capital Management, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1) Zapata Computing Holdings Inc. [f/k/a Andretti Acquisition Corp.] (Name of Issuer) Class A ordinary shares, $0.0001 per share (Title of Clas |
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| June 17, 2024 |
Exhibit 99.5 ZAPATA COMPUTING HOLDINGS INC. 2024 Inducement Stock Incentive Plan Section 1. Purpose The purpose of this 2024 Inducement Stock Incentive Plan (this “Plan”) of Zapata Computing Holdings Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company’s stockholders by enhancing the Company’s ability to attract persons who are expected to make important contrib |
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| June 17, 2024 |
Exhibit 99.4 NONSTATUTORY STOCK OPTION AGREEMENT (Inducement Award Agreement) Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ Grant Date: Expiration Date: Zapata Computing Holdings Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the n |
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| June 17, 2024 |
As filed with the Securities and Exchange Commission on June 14, 2024 As filed with the Securities and Exchange Commission on June 14, 2024 Registration No. |
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| June 17, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Zapata Computing Holdings Inc. |
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| June 13, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 3 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no. 3 (this “Prospectus Supplement”) updates, amends and supplements the pr |
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| June 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commi |
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| June 13, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 3 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 3 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospectus”) which forms |
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| May 15, 2024 |
Zapata AI Announces First Quarter 2024 Financial Results and Provides Business Update Exhibit 99.1 Zapata AI Announces First Quarter 2024 Financial Results and Provides Business Update BOSTON (May 15, 2024) – Zapata Computing Holdings Inc. (“Zapata AI”) (Nasdaq: ZPTA), the Industrial Generative AI company, today announced its financial results for the first quarter of 2024 and provided a business update. Business Highlights • Completed business combination with Andretti Acquisition |
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| May 15, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commis |
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| May 15, 2024 |
ZPTA / Zapata Computing Holdings Inc. / Savoie Christopher - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zapata Computing Holdings Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 98906V100 (CUSIP Number) March 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| May 15, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41218 Zapata Computing Holdings Inc. |
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| May 15, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 2 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no. 2 (this “Prospectus Supplement”) updates, amends and |
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| May 15, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 2 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 2 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospec |
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| May 13, 2024 |
Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 Prospectus Supplement No. 1 (To Prospectus dated April 18, 2024) Zapata Computing Holdings Inc. 13,000,000 Shares of Common Stock This prospectus supplement no. 1 (this “Prospectus Supplement”) updates, amends and supplements the prospectus dated April 18, 2024 (as amended or supplemented from time to time, the “Prospectus”) which forms |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Commiss |
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| May 13, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 Prospectus Supplement No. 1 (To Prospectus dated May 10, 2024) Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus supplement no.1 (this “Prospectus Supplement”) updates, amends and supplements the pro |
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| May 13, 2024 |
Exhibit 99.1 Zapata AI Welcomes Sumit Kapur as Chief Financial Officer Accomplished tech industry finance leader brings a wealth of experience scaling complex businesses from startups to billion-dollar-revenue-generating enterprises BOSTON (May 13, 2024) — Zapata Computing Holdings Inc. (“Zapata AI” or “the Company”) (Nasdaq: ZPTA), the Industrial Generative AI company, today announced that Sumit |
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| May 13, 2024 |
Exhibit 10.1 May 8, 2024 Sumit Kapur Via email Dear Sumit, It is my pleasure to offer you full-time employment with Zapata Computing, Inc., a wholly owned direct subsidiary of Zapata Computing Holdings Inc. (the “Company”), contingent upon completion of a satisfactory background check and execution of Company’s Non-Disclosure, Non-Competition and Assignment of Intellectual Property Agreement (“NDA |
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| May 10, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278891 PROSPECTUS Zapata Computing Holdings Inc. 15,850,336 Shares of Common Stock 13,550,000 Warrants to Purchase Shares of Common Stock 25,049,982 Shares of Common Stock Underlying Warrants This prospectus relates to the offer and sale, from time to time, by the selling securityholders named in this prospectus (the “Selling |
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| May 9, 2024 |
Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 May 9, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Zapata Computing Holdings Inc. Registration Statement on Form S-1 File No. 333-278891 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, |
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| May 6, 2024 |
Seaport West 155 Seaport Boulevard Boston, MA 02210-2600 617.832.1000 main 617.832.7000 fax Stacie S. Aarestad 6178321108 direct [email protected] May 6, 2024 Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Kyle Wiley Division of Corporation Finance Office of Technology Re: Zapata Computing Holdings Inc. Registration Statement on Form S-1 Filed April 24, 2024 |
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| May 6, 2024 |
As filed with the U.S. Securities and Exchange Commission on May 6, 2024 Table of Contents As filed with the U.S. Securities and Exchange Commission on May 6, 2024 Registration No. 333-278891 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zapata Computing Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 7372 87-4706968 (State or Othe |
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| April 24, 2024 |
Calculation of Filing Fee Table EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Zapata Computing Holdings Inc. |
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| April 24, 2024 |
As filed with the U.S. Securities and Exchange Commission on April 23, 2024 Table of Contents As filed with the U.S. Securities and Exchange Commission on April 23, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zapata Computing Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 7372 87-4706968 (State or Other Jurisdiction of |
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| April 19, 2024 |
Zapata Computing Holdings Inc. Up to 13,000,000 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-278670 PROSPECTUS Zapata Computing Holdings Inc. Up to 13,000,000 Shares of Common Stock This prospectus relates to the resale, from time to time, of up to 13,000,000 shares of Common Stock, par value $0.0001 per share (the “Common Stock”), by the selling stockholder, Lincoln Park Capital Fund, LLC (“Lincoln Park” or the “Sell |
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| April 16, 2024 |
Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 Zapata Computing Holdings Inc. 100 Federal Street, Floor 20 Boston, MA 02110 April 16, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Zapata Computing Holdings Inc. Registration Statement on Form S-1 File No. 333-278670 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 193 |
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| April 12, 2024 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on April 12, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Zapata Computing Holdings Inc. (Exact name of registrant as specified in its charter) Delaware 7372 87-4706968 (State or Other Jurisdiction of |
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| April 12, 2024 |
Calculation of Filing Fee Table EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Zapata Computing Holdings Inc. |
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| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zapata Computing Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 98906V100 (CUSIP Number) March 28, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| April 5, 2024 |
KYG267351032 / Andretti Acquisition Corp. / Prelude Fund, LP - SC 13G Passive Investment SC 13G 1 tm2411172d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ZAPATA COMPUTING HOLDINGS INC. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98906V100 (CUSIP Number) March 28, 2024 (Date of Event Which Requires Filing of this Statement) Check the a |
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| April 5, 2024 |
WNNR / Andretti Acquisition Corp. / Vivaldi Asset Management, LLC - WNNR 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zapata Computing Holdings Inc (f/k/a Andretti Acquisition Corp.) (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) March 31, 2024 (Date of Event which Requires Filing of this S |
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| April 5, 2024 |
EX-99.1 2 tm2411172d1ex99-1.htm EXHIBIT 99.1 CUSIP No. 98906V100 13G Page 7 of 7 Pages Exhibit 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of fi |
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| April 3, 2024 |
EX-16.1 Exhibit 16.1 April 2, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Zapata Computing Holdings Inc. (the “Company”) under Item 4.01 of its Form 8-K dated March 28, 2024. We agree with the statements concerning our Firm, in which we were informed of our dismissal on March 28, 2024, in such Form 8-K; we are n |
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| April 3, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined in this Exhibit 99.2 shall have the meanings ascribed to them in the Current Report on Form 8-K (this “Report”) filed with the Securities and Exchange Commission (the “SEC”) on April 2, 2024 and, if not defined in this Report, the definitive proxy statement/prospectus dated Janu |
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| April 3, 2024 |
EX-21.1 Exhibit 21.1 Zapata Computing Holdings Inc. List of Subsidiaries Name of Subsidiary Jurisdiction Zapata Computing, Inc. Delaware, United States of America Zapata Government Services, Inc. Delaware, United States of America Zapata Computing Security Corporation Massachusetts, United States of America Zapata Computing Canada, Inc. Canada Zapata Computing U.K. Limited United Kingdom Zapata Ja |
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| April 3, 2024 |
EX-10.6 Exhibit 10.6 INCENTIVE STOCK OPTION AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC. 2024 EQUITY AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ Grant Date: Expiration Date: Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “Pla |
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| April 3, 2024 |
EX-10.4 Exhibit 10.4 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 6, 2023, is made and entered into by and among: (i) Andretti Acquisition Corp. (“AAC”); and (ii) certain equityholders of AAC as set forth on Schedule A hereto, other transferees of such equityholders who have en |
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| April 3, 2024 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-99.1 Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of Zapata Computing, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Zapata Computing, Inc. and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of operations and compre |
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| April 3, 2024 |
ZAPATA’S MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS EX-99.3 Exhibit 99.3 ZAPATA’S MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS All references to years, unless otherwise noted, refer to our fiscal years, which end on December 31. All references to “we,” “us,” “our,” “Zapata AI” or the “Company” refer to Zapata Computing, Inc. and its consolidated subsidiaries. Capitalized terms used but not defined herein hav |
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| April 3, 2024 |
EX-10.9 Exhibit 10.9 ZAPATA COMPUTING HOLDINGS INC. 2024 EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose of the Plan The purpose of the Zapata Computing Holdings Inc. 2024 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Zapata Computing Holdings Inc. (the “Company”) and each Designated Company (as defined below) with the opportunity to purchase shares of the Company’s |
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| April 3, 2024 |
EX-10.37 Exhibit 10.37 SPONSORSHIP AGREEMENT This Sponsorship Agreement (“Agreement”) is entered into on the date of the last signature below and effective as of the Effective Date by and between Team and Sponsor (each, as defined in Exhibit A). Team and Sponsor are also referred to individually as a “Party” or collectively as the “Parties”. WHEREAS, Team owns and/or operates a racing team which p |
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| April 3, 2024 |
EX-10.7 Exhibit 10.7 NONSTATUTORY STOCK OPTION AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC. 2024 EQUITY AND INCENTIVE PLAN Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ Grant Date: Expiration Date: Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “ |
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| April 3, 2024 |
EX-3.2 Exhibit 3.2 BYLAWS OF ZAPATA COMPUTING HOLDINGS INC. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agen |
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| April 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 ZAPATA COMPUTING HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Comm |
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| April 3, 2024 |
EX-10.8 Exhibit 10.8 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE ZAPATA COMPUTING HOLDINGS INC. 2024 EQUITY AND INCENTIVE PLAN Name of Grantee: No. of Restricted Stock Units: Grant Date: Pursuant to the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (as amended through the date hereof, the “Plan”), Zapata Computing Holdings Inc. (the “Company”) here |
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| April 3, 2024 |
EX-10.35 Exhibit 10.35 DEFERRED PAYMENT AGREEMENT This Deferred Payment Agreement (this “Agreement”) is made and entered into as of March 28, 2024 by and among Zapata Computing Holdings Inc. (f/k/a Andretti Acquisition Corp.) (the “Company”), Andretti Sponsor LLC (“Sponsor”), Michael M. Andretti, William J. Sandbrook and William M. Brown (each a “Lender” and together the “Lenders”). WHEREAS, the C |
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| April 3, 2024 |
EX-10.24 Exhibit 10.24 Certain identified information has been omitted from this exhibit because it is (i) not material and (ii) of the type that the registrant treats as private or confidential. [***] indicates that information has been omitted. SENIOR SECURED NOTE PURCHASE AGREEMENT This Senior Secured Note Purchase Agreement, dated as of December 15, 2023 (this “Purchase Agreement”), is entered |
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| April 3, 2024 |
EX-10.36 Exhibit 10.36 ZAPATA ENTERPRISE SOLUTION SUBSCRIPTION AGREEMENT ORDER FORM This order form (“Order Form”) references and is governed by the terms of the Zapata Enterprise Solution Subscription Agreement (the “Agreement”) between the Parties, dated February 10, 2022. It is entered into on the date of the last signature below and effective as of the Order Form Effective Date designated belo |
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| April 3, 2024 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF ZAPATA COMPUTING HOLDINGS INC. a Delaware corporation March 28, 2024 ARTICLE I NAME The name of the corporation is Zapata Computing Holdings Inc. (the “Corporation”). ARTICLE II PURPOSE The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of |
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| April 3, 2024 |
EX-10.5 Exhibit 10.5 ZAPATA COMPUTING HOLDINGS INC. 2024 EQUITY AND INCENTIVE PLAN Section 1. Purposes of the Plan The purposes of the Zapata Computing Holdings Inc. 2024 Equity and Incentive Plan (the “Plan”) are to (i) provide long-term incentives and rewards to those employees, officers, directors and other key persons (including consultants) of Zapata Computing Holdings Inc. (the “Company”) an |
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| April 1, 2024 |
KYG267351032 / Andretti Acquisition Corp. / COMCAST CORP - FORM SC 13G Passive Investment SC 13G 1 dp209244sc13g-zapata.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ZAPATA COMPUTING HOLDINGS INC. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 98906V100 (CUSIP Number) March 28, 2024 (Date of Event which Requires Filing of this Statement) Ch |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Zapata Computing Holdings Inc. (Exact Name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 98-1578373 (I.R.S. Employer Identification No.) 100 F |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-41218 Zapata Computing Holdings Inc. † New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or register |
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| March 26, 2024 |
EXHIBIT 10.1 Date: March 25, 2024 To: Andretti Acquisition Corp., a Cayman Islands exempted company (“WNNR”) and Zapata Computing, Inc., a Delaware corporation (“Target”) Address: 7615 Zionsville Road Indianapolis, Indiana 46268 From: Sandia Investment Management LP (“Seller”) Re: OTC Equity Prepaid Forward Transaction The purpose of this agreement (this “Confirmation”) is to confirm the terms and |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 25, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Co |
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| March 26, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Nu |
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| March 26, 2024 |
EXHIBIT 10.2 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on March 25, 2024, by and among Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”) and the undersigned subscriber (“Subscriber”). WHEREAS, the Company, Tigre Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”), and |
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| March 25, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 25, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Co |
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| March 25, 2024 |
EXHIBIT 10.1 NON-REDEMPTION AGREEMENT This NON-REDEMPTION AGREEMENT (this “Agreement”), dated as of March 25, 2024, is made by and among Andretti Acquisition Corp., a Cayman Islands exempted company limited by shares (which shall transfer by way of continuation to and domesticate as a Delaware corporation named “Zapata Computing Holdings Inc.” in accordance with the Transaction Agreement (as defin |
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| March 18, 2024 |
Zapata AI Expected to Trade on the Nasdaq Under Ticker Symbol ZPTA EXHIBIT 99.1 Zapata AI Expected to Trade on the Nasdaq Under Ticker Symbol ZPTA BOSTON & INDIANAPOLIS (March 18, 2024) – Andretti Acquisition Corp. (NYSE: WNNR) (“Andretti”), a publicly traded special purpose acquisition company, today announced that, upon the consummation of its previously announced proposed business combination with Zapata Computing, Inc. (“Zapata AI”), an industrial generative |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Co |
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| February 22, 2024 |
WNNR / Andretti Acquisition Corp. / Shaolin Capital Management LLC Passive Investment SC 13G/A 1 shaolinwnnr123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta |
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| February 14, 2024 |
WNNR / Andretti Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 14, 2024 |
WNNR / Andretti Acquisition Corp. / Walleye Capital LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 13, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| February 13, 2024 |
WNNR / Andretti Acquisition Corp. / BANK OF NOVA SCOTIA - BANK OF NOVA SCOTIA Passive Investment SC 13G/A 1 wnnra121324.htm BANK OF NOVA SCOTIA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A ordinary shares, $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this S |
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| February 13, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 13, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| February 12, 2024 |
WNNR / Andretti Acquisition Corp. / ARISTEIA CAPITAL LLC Passive Investment SC 13G/A 1 formandrettisc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1) Andretti Acquisition Corp. (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filin |
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| February 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| February 8, 2024 |
Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: February 8, 2024 D-Wave and Zapata AI Announce Strategic Technical and Commercial Collaboration to Advance Quantum-Enabl |
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| February 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| February 8, 2024 |
WNNR / Andretti Acquisition Corp. / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 ef20020101sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Andretti Acquisition Corp. (Name of Issuer) Class A ordinary shares, par value $0.0001 (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Ch |
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| February 8, 2024 |
Zapata AI Virtual Analyst & Investor Webinar February 8, 2024 | 12:00pm ET Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: February 8, 2024 Zapata AI Virtual Analyst & Investor Webinar February 8, 2024 | 12:00pm ET Mick Emmett, VP of Marketing |
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| February 8, 2024 |
Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: February 8, 2024 CONFIDENTIAL & PROPRIETARY Investor Presentation February 2024 Zapata Computing, Inc. The Industrial Ge |
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| February 8, 2024 |
Full Transcript of TheStreet Action Alerts PLUS Podcast with Christopher Savoie, CEO Zapata AI Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: February 8, 2024 Full Transcript of TheStreet Action Alerts PLUS Podcast with Christopher Savoie, CEO Zapata AI Intro: W |
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| February 6, 2024 |
WNNR / Andretti Acquisition Corp. / Apollo Management Holdings GP, LLC - SC 13G/A Passive Investment SC 13G/A 1 tm245174d9sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 Andretti Acquisition Corp. (Name of Issuer) Class A ordinary share, par value $0.0001 per share (Title of Class of Securities) G26735103 (CINS Number) December 31, 2023 (Date of Event Which Requires Filing of this |
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| February 6, 2024 |
WNNR / Andretti Acquisition Corp. / Hudson Bay Capital Management LP - WNNR 13G Passive Investment SC 13G 1 wnnr13g.htm WNNR 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| February 5, 2024 |
SC 13G 1 wnnr20524.htm COWEN AND COMPANY, LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Andretti Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G26735103 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 1, 2024 |
Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: February 1, 2024 Full Transcript of IPO Edge Fireside Chat with Christopher Savoie, CEO Zapata AI, and Bill Sandbrook, C |
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| January 29, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| January 29, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2024 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| January 29, 2024 |
EXHIBIT 99.1 Andretti Acquisition Corp. Announces Effectiveness of Registration Statement and February 13, 2024 Extraordinary General Meeting of Shareholders to Approve Business Combination with Zapata AI INDIANAPOLIS / BOSTON – (January 29, 2024) — Andretti Acquisition Corp. (“Andretti”) (NYSE: WNNR), a publicly traded special purpose acquisition company, announced today that its registration sta |
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| January 29, 2024 |
Table of Contents ANDRETTI ACQUISITION CORP. A Cayman Islands Exempted Company 7615 Zionsville Road Indianapolis, Indiana 46268 NOTICE OF EXTRAORDINARY GENERAL MEETING TO BE HELD ON FEBRUARY 13, 2024 TO THE SHAREHOLDERS OF ANDRETTI ACQUISITION CORP.: NOTICE IS HEREBY GIVEN that an extraordinary general meeting of the shareholders (the “Special Meeting”) of Andretti Acquisition Corp., a Cayman Isla |
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| January 26, 2024 |
ANDRETTI ACQUISITION CORP. 7615 Zionsville Road Indianapolis, Indiana 46268 ANDRETTI ACQUISITION CORP. 7615 Zionsville Road Indianapolis, Indiana 46268 January 26, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Alexandra Barone Division of Corporation Finance Office of Technology Re: Andretti Acquisition Corp. Registration Statement on Form S-4 Filed October 27, 2023 File No. 333-27520 |
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| January 25, 2024 |
Consent of Christopher Savoie to be named as a Director Exhibit 99.3 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
Consent of Dana Jones to be named as a Director Exhibit 99.5 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
Consent of William M. Brown to be named as a Director Exhibit 99.2 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
Consent of Clark Golestani to be named as a Director Exhibit 99.4 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
As filed with the Securities and Exchange Commission on January 25, 2024 As filed with the Securities and Exchange Commission on January 25, 2024 No. 333-275207 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ANDRETTI ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1578373 (State or other jurisdiction of incorporation or organiz |
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| January 25, 2024 |
Consent of Jeffrey Huber to be named as a Director Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
Consent of William Klitgaard to be named as a Director Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 25, 2024 |
Consent of Raj Ratnakar to be named as a Director Exhibit 99.8 Consent to be Named as a Director In connection with the filing by Andretti Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments and |
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| January 19, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate |
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| January 18, 2024 |
Table of Contents As filed with the Securities and Exchange Commission o n January 1 8 , 2024 No. |
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| January 17, 2024 |
Filed by Andretti Acquisition Corp. and Zapata Computing, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Andretti Acquisition Corp. Commission File No. 001-41218 Date: January 17, 2024 Full Transcript of SPACInsider Podcast with Christopher Savoie, CEO Zapata AI, and Bill Sandbrook, CEO |
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| January 8, 2024 |
Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, New York 10019-6064 January 8, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 8, 2024 |
Table of Contents As filed with the Securities and Exchange Commission o n January 8 , 2024 No. |
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| January 8, 2024 |
Exhibit 99.1 P.O. BOX 8016, CARY, NC 27512-9903 YOUR VOTE IS IMPORTANT! PLEASE VOTE BY: INTERNET Go To: www.proxypush.com/WNNR Cast your vote online Have your Proxy Card ready Follow the simple instructions to record your vote PHONE Call 1-866-983-6613 Use any touch-tone telephone Have your Proxy Card ready Follow the simple recorded instructions MAIL Mark, sign and date your Proxy Card Fold and r |
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| December 26, 2023 |
WNNR / Andretti Acquisition Corp. / BANK OF NOVA SCOTIA - BANK OF NOVA SCOTIA Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A ordinary shares, $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 30, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| December 22, 2023 |
Exhibit 10.22 SENIOR SECURED NOTE PURCHASE AGREEMENT This Senior Secured Note Purchase Agreement, dated as of December 15, 2023 (this “Purchase Agreement”), is entered into by and among Zapata Computing, Inc., a Delaware corporation (the “Company”), the Guarantors (used herein as defined in the Security Agreement referred to below) named on the signature pages hereof, the individuals and entities |
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| December 22, 2023 |
Exhibit 10.24 EXECUTION COPY PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (the “Agreement”), dated as of December 19, 2023, by and among ANDRETTI ACQUISITION CORP., a Cayman Islands exempted company (the “Company”), ZAPATA COMPUTING, INC., a Delaware corporation (“Zapata”) and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Pursuant to that certain Bu |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| December 22, 2023 |
Exhibit 10.20 Certain identified information has been omitted from this exhibit because it is (i) not material and (ii) of the type that the registrant treats as private or confidential. [***] indicates that information has been omitted. Agreement Number HR00112230007 TECHNOLOGY INVESTMENT AGREEMENT ZAPATA COMPUTING, INC. 100 FEDERAL STREET, FLOOR 20 BOSTON, MA 02110-1882 CAGE: 8AX98 AND THE DEFEN |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| December 22, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Andretti Acquisition Corp. |
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| December 22, 2023 |
Exhibit 10.21 Certain identified information has been omitted from this exhibit because it is (i) not material and (ii) of the type that the registrant treats as private or confidential. [***] indicates that information has been omitted. PURCHASE ORDER NUMBER: A000746416 PO ISSUED TO: 77027 ZAPATA COMPUTING INC ZAPATA COMPUTING INC CHANGE ORDER # 100 FEDERAL ST 20TH FL REVISED DATE: PO DATE: 11/01 |
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| December 22, 2023 |
Exhibit 10.25 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 19, 2023, by and among ANDRETTI ACQUISITION CORP., a Cayman Islands exempted company (the “Company”), ZAPATA COMPUTING, INC., a Delaware corporation (“Zapata”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted as |
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| December 22, 2023 |
Exhibit 10.23 Certain identified information has been omitted from this exhibit because it is (i) not material and (ii) of the type that the registrant treats as private or confidential. [***] indicates that information has been omitted. SECURITY AGREEMENT This Security Agreement (this “Agreement”), dated as of December 15, 2023 is by and between ZAPATA COMPUTING, INC., a Delaware corporation (“De |
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| December 22, 2023 |
Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, New York 10019-6064 December 22, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| December 22, 2023 |
Form of Indemnification Agreement Exhibit 10.13 ZAPATA COMPUTING HOLDINGS INC. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 202 between Zapata Computing Holdings Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they |
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| December 22, 2023 |
Exhibit 99.1 P.O. BOX 8016, CARY, NC 27512-9903 YOUR VOTE IS IMPORTANT! PLEASE VOTE BY: INTERNET Go To: www.proxypush.com/WNNR Cast your vote online Have your Proxy Card ready Follow the simple instructions to record your vote PHONE Call 1-866-983-6613 Use any touch-tone telephone Have your Proxy Card ready Follow the simple recorded instructions MAIL Mark, sign and date your Proxy Card Fold and r |
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| December 22, 2023 |
Table of Contents As filed with the Securities and Exchange Commission on December 22, 2023 No. |
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| December 1, 2023 |
Exhibit 10.11 ZAPATA COMPUTING, INC. 100 Federal Street, Floor 20 Boston, MA 02110 USA January 21, 2021 Mimi Flanagan Dear Mimi: It is my pleasure to offer you full-time employment with Zapata Computing, Inc. (the “Company”), contingent upon completion of a satisfactory background check and execution of Company’s Non-Disclosure, Non-Competition and Assignment of Intellectual Property Agreement (“N |
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| December 1, 2023 |
Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, New York 10019-6064 December 1, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| December 1, 2023 |
Form of Zapata Computing, Inc. Independent Director Consulting Agreement Exhibit 10.14 ZAPATA COMPUTING, INC. 100 Federal Street, Floor 20 Boston, MA 02110 USA ZAPATA COMPUTING, INC. Independent Director Consulting Agreement [(Name of Board Member)] This Independent Director Consulting Agreement (this “Agreement”), dated as of the date of the last signature below (the “Effective Date”), is made by and between Zapata Computing, Inc., a Delaware corporation (the “Company |
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| December 1, 2023 |
Zapata Computing, Inc. 2018 Stock Incentive Plan Exhibit 10.7 ZAPATA COMPUTING, INC. 2018 STOCK INCENTIVE PLAN (As amended through August 28, 2020) 1. Purpose. The purpose of this plan (the “Plan”) is to secure for Zapata Computing, Inc., a Delaware corporation (the “Company”) and its shareholders the benefits arising from capital stock ownership by employees, officers and directors of, and consultants or advisors to, the Company and its parent |
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| December 1, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Andretti Acquisition Corp. |
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| December 1, 2023 |
Exhibit 10.15 Managed Services Agreement This Agreement is entered into as of the Effective Date by and between Zapata Computing Inc., 100 Federal Street, Floor 20, Boston, MA 02110 (“Zapata”), and Andretti Autosport Holding Company, LLC f/k/a Andretti Autosport Holding Company, Inc., 7615 Zionsville Road, Indianapolis, IN 46268 (“Customer”). 1. DEFINITIONS A. “Affiliates” shall mean any person or |
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| December 1, 2023 |
Exhibit 10.12 ZAPATA COMPUTING, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of June 1, 2019 (the “Effective Date”) by and between Zapata Computing, Inc., a Delaware corporation (the “Company”), and Yudong Cao (“Employee”). WHEREAS, the Company employed Employee effective July 2, 2018, as a Quantum Computing Scie |
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| December 1, 2023 |
Exhibit 10.18 SPONSORSHIP AGREEMENT Parties: Andretti Autosport Holding Company, Inc., an Indiana corporation with offices located at 7615 Zionsville Road, Indianapolis, Indiana, 46268 (“AA” or “Team”), and Zapata Computing, Inc., a Delaware corporation with offices located at 100 Federal Street, Floor 20, Boston, MA 02110 (“Sponsor”). RECITALS WHEREAS, AA is a race team participating in the Serie |
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| December 1, 2023 |
Table of Contents As filed with the Securities and Exchange Commission on December 1, 2023 No. |
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| December 1, 2023 |
Exhibit 10.9 Term Sheet–June 27, 2022 Zapata Computing Canada, Inc. is prepared to sublease office space from EQ Building Performance on the following terms: Sub-Tenant: Zapata Computing Canada, Inc. Sub-Landlord: EQ Building Performance Indemnifier: Zapata Computing, Inc. Head Lease: Sub-Tenant agrees to adhere and to abide by all terms and conditions of the Head Lease dated July 30, 2019 as amen |
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| December 1, 2023 |
Exhibit 10.19 FIRST AMENDMENT TO SPONSORSHIP AGREEMENT Andretti Autosport Holding Company, Inc., an Indiana corporation with offices located at 7615 Zionsville Road, Indianapolis, Indiana, 46268 (“AA” or “Team”), and Zapata Computing, Inc., a Delaware corporation with offices located at100 Federal Street, Floor 20, Boston, MA 02110 (“Sponsor”), are parties to a Sponsorship Agreement (“Agreement”) |
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| December 1, 2023 |
Exhibit 10.10 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into on March 15, 2018, by and between Zapata Computing, Inc., a Delaware corporation (the “Company”), and Christopher Savoie (“Executive”). RECITALS WHEREAS, the Company desires to retain and employ Executive as its Chief Executive Officer on the terms and subject to the conditions set forth in thi |
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| December 1, 2023 |
Exhibit 10.16 FIRST AMENDMENT MANAGED SERVICES AGREEMENT Parties: Andretti Autosport Holding Company, LLC f/k/a Andretti Autosport Holding Company, Inc. Zapata Computing, Inc. 7615 Zionsville Road 100 Federal Street, Floor 20 Indianapolis, IN 46268 ( “Customer”) Boston, MA 02110 (“Zapata”) Customer and Zapata are parties to a Managed Services Agreement effective on October 1, 2022 (“Agreement”). C |
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| December 1, 2023 |
Exhibit 10.8 Execution Version 100 FEDERAL STREET BOSTON, MASSACHUSETTS Lease Dated May 30, 2019 (“Effective Date”) THIS INSTRUMENT IS AN INDENTURE OF LEASE in which Landlord and Tenant are the parties hereinafter named, and which relates to space in the building known as 100 Federal Street, Boston, Massachusetts 02110. The parties to this instrument hereby agree with each other as follows: ARTICL |
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| December 1, 2023 |
Exhibit 10.17 ZAPATA ENTERPRISE SOLUTION SUBSCRIPTION AGREEMENT This Zapata Enterprise Solution Subscription Agreement is entered by and between: Zapata Computing, Inc. 100 Federal Street, 20th Floor Boston, MA 02110 (“Zapata”) and Andretti Autosport Holding Company, Inc. 7615 Zionsville Rd Indianapolis, IN 46268 (“Andretti”) (Zapata and Andretti each a “Party” and collectively the “Parties”). Thi |
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| November 6, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number:001-41218 |
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| October 31, 2023 |
ANDRETTI ACQUISITION CORP. 7615 Zionsville Road Indianapolis, Indiana 46268 ANDRETTI ACQUISITION CORP. 7615 Zionsville Road Indianapolis, Indiana 46268 October 31, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: Andretti Acquisition Corp. Registration Statement on Form S-4 File No. 333-275207 Ladies and Gentlemen: Reference is made to the Registration Statement on Form S-4 (File No |
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| October 27, 2023 |
Exhibit 3.2 AMENDMENTS TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF ANDRETTI ACQUISITION CORP. ANDRETTI ACQUISITION CORP. (the “Company”) RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY FIRST, RESOLVED, as a special resolution THAT, effective immediately, the Amended and Restated Memorandum and Articles of Association of the Company be amended by: deleting the definition of |
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| October 27, 2023 |
Table of Contents As filed with the Securities and Exchange Commission on October 27, 2023 No. |
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| October 27, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Andretti Acquisition Corp. |
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| October 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| October 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) ( |
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| September 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. ) Andretti Acquisition Corp. (Name of Issuer) Class A ordinary shares, $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number |
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| September 11, 2023 |
SC 13G 1 schedule13gwnnr09112023.htm 13G WNNR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) August 31, 2023 (Date of Event which Requires Filing of |
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| September 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 6, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| September 6, 2023 |
EX-2.1 Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among ANDRETTI ACQUISITION CORP., TIGRE MERGER SUB, INC., and ZAPATA COMPUTING, INC. Dated as of September 6, 2023 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 3 SECTION 1.01. Certain Definitions 3 SECTION 1.02. Further Definitions 17 SECTION 1.03. Construction 20 ARTICLE II. DOMESTICATION; AGREEMENT AND PLAN OF MERGER 21 SECTION 2.01. Dome |
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| September 6, 2023 |
EX-10.3 Exhibit 10.3 September 6, 2023 Zapata Computing, Inc. 100 Federal Street, Floor 20 Boston, MA 02110 Andretti Acquisition Corp. 7615 Zionsville Road Indianapolis, Indiana 46268 Re: Sponsor Support Agreement Ladies and Gentlemen: This letter (this “Sponsor Agreement”) is being delivered to you in accordance with that certain Business Combination Agreement, dated as of the date hereof and as |
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| September 6, 2023 |
EX-99.3 Exhibit 99.3 Zapata AI Business Combination with Andretti Acquisition Corp. Investor Conference Call Script September 6, 2023 Operator Good day, and welcome to the Zapata AI Business Combination with Andretti Acquisition Corp. Announcement Conference Call. All participants will be in listen-only mode for the entirety of the call. Before we begin, we remind you that certain comments made du |
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| September 6, 2023 |
EX-99.2 Exhibit 99.2 The Industrial Generative AI Company ZAPATA COMPUTING INC. Cautionary Notes This presentation (“Presentation”) is provided for informational purposes only and has been prepared to assist interested Forward Looking Statements parties in making their own evaluation with respect to a potential business combination between Andretti Acquisition Corp. (“Andretti”) and Zapata Computi |
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| September 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 6, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) |
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| September 6, 2023 |
EX-99.1 Exhibit 99.1 Zapata AI, an Industrial Generative AI Software Company, to Go Public Through Business Combination with Andretti Acquisition Corp. • Zapata AI is the Industrial Generative AI software company developing solutions to enterprises’ hardest problems • Transaction values the company at an implied pre-money equity value of $200 million • Andretti Acquisition Corp. is familiar with Z |
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| August 3, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41218 ANDR |
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| July 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Com |
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| July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Comm |
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| July 13, 2023 |
Form of Non-Redemption Agreement EXHIBIT 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of July [•], 2023 by and Andretti Acquisition Corp., a Cayman Islands exempted limited liability company (“WNNR”), Andretti Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (colle |
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| July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 6, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Comm |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 6, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Comm |
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| July 6, 2023 |
EXHIBIT 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of July [•], 2023 by and Andretti Acquisition Corp., a Cayman Islands exempted limited liability company (“WNNR”), Andretti Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (colle |
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| July 6, 2023 |
EXHIBIT 99.1 Andretti Acquisition Corp. Announces Letter of Intent for a Business Combination with a Generative AI Software Company INDIANAPOLIS – (July 6, 2023) — Andretti Acquisition Corp. (NYSE: WNNR), a publicly traded special purpose acquisition company, announced today that it has signed a non-binding letter of intent (“LOI”) for a proposed business combination (the “Combination”) with a gen |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 22, 2023 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy S |
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| June 12, 2023 |
PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy S |
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| May 10, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41218 AND |
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| April 27, 2023 |
Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019 April 27, 2023 VIA EDGAR Securities and Exchange Commission 100 F Street, N. |
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| March 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 21, 2023 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (Co |
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| March 27, 2023 |
EXHIBIT 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
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| March 22, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-412 |
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| February 14, 2023 |
KYG267351032 / Andretti Acquisition Corp. / Shaolin Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| February 14, 2023 |
KYG267351032 / Andretti Acquisition Corp. / Andretti Sponsor LLC - SCHEDULE 13G Passive Investment SC 13G 1 eh23032993913g-wnnr.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of |
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| February 14, 2023 |
KYG267351032 / Andretti Acquisition Corp. / Sculptor Capital LP - SC 13G/A Passive Investment SC 13G/A 1 d433841dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this |
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| February 13, 2023 |
KYG267351032 / Andretti Acquisition Corp. / ARISTEIA CAPITAL LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2023 |
SC 13G/A 1 tm236136d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Andretti Acquisition Corp. (Name of Issuer) Class A ordinary share, par value $0.0001 per share (Title of Class of Securities) G26735103 (CINS Number) December 31, 2022 (Date of Event Which Requires Filing of this |
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| February 2, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Andretti Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735103 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the |
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| November 7, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41218 |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2022 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other jurisdiction of incorporation) (C |
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| August 4, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41218 ANDR |
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| May 11, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41218 AND |
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| March 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 d249985d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co |
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| March 17, 2022 |
EXHIBIT 4.6 DESCRIPTION OF SECURITIES Pursuant to our amended and restated memorandum and articles of association, we are authorized to issue 500,000,000 Class A ordinary shares, $0.0001 par value, 50,000,000 Class B ordinary shares, $0.0001 par value, and 5,000,000 preference shares, $0.0001 par value. The following description summarizes the material terms of our shares as set out more particula |
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| March 8, 2022 |
EX-99.1 2 d301355dex991.htm EX-99.1 Exhibit 99.1 Andretti Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Public Warrants, Commencing March 7, 2022 INDIANAPOLIS, March 4, 2022 /Business Wire/ — Andretti Acquisition Corp. (the “Company”) announced that, commencing on March 7, 2022, holders of the units sold in the Company’s initial public offering of 23,000,000 u |
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| March 8, 2022 |
Financial Statements and Exhibits, Other Events 8-K 1 d301355d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 7, 2022 Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (State or other juris |
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| January 25, 2022 |
Financial Statements and Exhibits, Other Events 8-K 1 d293684d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 24, 2022 (January 18, 2022) Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 |
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| January 25, 2022 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENT Page Financial Statement of Andretti Acquisition Corp.: Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet as of January 18, 2022 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Andretti Acquisition Corp. Opinion on the |
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| January 21, 2022 |
Apollo Management Holdings GP, LLC - SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Andretti Acquisition Corp. (Name of Issuer) Class A ordinary share, par value $0.0001 per share (Title of Class of Securities) G26735111** (CINS Number) January 18, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| January 20, 2022 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ANDRETTI ACQUISITION CORP. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G26735111 (CUSIP Number) January 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| January 19, 2022 |
Exhibit 10.15 EXECUTION VERSION ANDRETTI ACQUISITION CORP. 7615 Zionsville Road Indianapolis, Indiana 46268 January 12, 2022 SOL Verano Blocker 1 LLC 100 King Street West, Suite 5600 Toronto, ON M5X 1C9 Canada RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer SOL Verano Blocker 1 LLC (the “Subscriber” or “you”) has made to purchase 1,430,923 of Class B |
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| January 19, 2022 |
Exhibit 4.2 EXECUTION VERSION PRIVATE WARRANT AGREEMENT THIS PRIVATE WARRANT AGREEMENT, dated as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant |
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| January 19, 2022 |
Exhibit 10.1 EXCUTION VERSION INVESTMENT MANAGEMENT TRUST AGREEMENT THIS INVESTMENT MANAGEMENT TRUST AGREEMENT is made effective as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this ?Agreement?), by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited p |
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| January 19, 2022 |
EX-10.3 8 d288078dex103.htm EX-10.3 Exhibit 10.3 EXECUTION VERSION PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Andret |
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| January 19, 2022 |
Exhibit 10.14 EXECUTION VERSION INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT is made as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this ?Agreement?), by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and John J. Romanelli (?Indemnitee?). WHEREAS, highly competent persons have become more reluctant to serve publ |
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| January 19, 2022 |
EX-10.5 10 d288078dex105.htm EX-10.5 Exhibit 10.5 EXECUTION VERSION January 12, 2022 Andretti Acquisition Corp. 7615 Zionsville Road Indianapolis, Indiana 46268 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the underwriting agreement (the “Underwriting Agreement”) entered into by and among Andretti Acquisition C |
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| January 19, 2022 |
EX-10.7 12 d288078dex107.htm EX-10.7 Exhibit 10.7 EXECUTION VERSION INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT is made as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Michael M. Andretti (“Indemnitee”). WHEREAS, highly competent persons ha |
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| January 19, 2022 |
Andretti Acquisition Corp. Announces Pricing of $200,000,000 Initial Public Offering EX-99.1 21 d288078dex991.htm EX-99.1 Exhibit 99.1 Andretti Acquisition Corp. Announces Pricing of $200,000,000 Initial Public Offering January 12, 2022 06:30 PM Eastern Standard Time INDIANAPOLIS—(BUSINESS WIRE)—Andretti Acquisition Corp., a special purpose acquisition company (the “Company”), announced today the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per u |
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| January 19, 2022 |
8-K 1 d288078d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 19, 2022 (January 12, 2022) Andretti Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-41218 98-1578373 (Sta |
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| January 19, 2022 |
Exhibit 10.10 EXECUTION VERSION INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT is made as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this ?Agreement?), by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Zakary C. Brown (?Indemnitee?). WHEREAS, highly competent persons have become more reluctant to serve public |
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| January 19, 2022 |
EX-4.1 4 d288078dex41.htm EX-4.1 Exhibit 4.1 EXECUTION VERSION PUBLIC WARRANT AGREEMENT THIS PUBLIC WARRANT AGREEMENT, dated as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited pu |
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| January 19, 2022 |
EX-10.4 9 d288078dex104.htm EX-10.4 Exhibit 10.4 EXECUTION VERSION PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 12, 2022 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and SOL Ve |
