What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2024-02-28 compared with 2023-02-24 · 30 added, 17 removed, 32 unchanged (59% of the section changed)

Market for Company’s Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

February 1, 2022, the principal market on which our unit is traded is the Nasdaq Capital Market.

Our common share, warrant and right

have traded on the Nasdaq since March 24, 2022.

The Company’s unit is trading under the symbol “ACAXU,” common

stock is trading under symbol “ACAX,” our warrant is trading under the symbol “ACAXW,” and the right is

trading under the symbol “ACAXR.”

February 1, 2022 until the completion of the business combination, the principal market on which our unit was traded is the Nasdaq Capital

Our common share, warrant and right traded on the Nasdaq from March 24, 2022 until the completion of the business combination.

The Company’s unit was trading under the symbol “ACAXU,” common stock was traded under symbol “ACAX,” our

warrant was traded under the symbol “ACAXW,” and the right was traded under the symbol “ACAXR.” Subsequent to

the completion of the business combination, our common stock has traded on the Nasdaq under the symbol “HWH”.

to our listing on the Nasdaq Capital Market there was no public trading market for our securities.

of February 24, 2023, the Company had two stockholders of record.

of February 28, 2024, the Company had five stockholders of record.

inception we have not paid any dividends on our common stock.

11 unchanged sentences

November 8, 2021, our Sponsor purchased 2,156,250 founder shares for an aggregate purchase price of $25,000, or approximately $0.012

Such securities were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities

Such securities were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.

Prior to the initial investment in the company of $25,000 by our Sponsor, the Company had no assets, tangible or intangible.

The per share purchase price of the founder shares was determined by dividing the amount of cash contributed to the Company by the

aggregate number of founder shares issued.

The number of founder shares issued was determined based on the expectation that the

founder shares would represent 20% of the outstanding shares after the Initial Public Offering (excluding the placement units and

underlying securities).

As such, our initial stockholders collectively own approximately 23.6% of our issued and outstanding

share purchase price of the founder shares was determined by dividing the amount of cash contributed to the Company by the aggregate

number of founder shares issued.

The number of founder shares issued was determined based on the expectation that the founder shares

would represent 20% of the outstanding shares after the Initial Public Offering (excluding the placement units and underlying securities).

February 3, 2022, we consummated our Initial Public Offering (the “Offering”) of an aggregate of 8,625,000 units (“Units”)

5 unchanged sentences

its over-allotment option, at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $4,735,500 (the “Private

The Private Placement was conducted as a non-public transaction and, as a transaction by an issuer not involving a public offering, is

exempt from registration under the Securities Act in reliance upon Section 4(a)(2) of the Securities Act.

The Private Placement was conducted as a non-public transaction and, as a transaction by an issuer not involving a

public offering, is exempt from registration under the Securities Act in reliance upon Section 4(a)(2) of the Securities Act.

the gross proceeds received from the Offering, including the full exercise of the over-allotment option, and the Private Placement Units,

6 unchanged sentences

underwriting agreement.

December 18, 2023, the Company entered into a Satisfaction and Discharge of Indebtedness Agreement (the “Satisfaction Agreement”)

in connection with the Underwriting Agreement, dated January 31, 2022 (the “Underwriting Agreement”), with EF Hutton, LLC

(“EF Hutton”), in which pursuant to that certain Underwriting Agreement the Company was due to pay $3,018,750 to EF Hutton

as deferred underwriting commission (the “Deferred Underwriting Commission”) upon the closing of the business combination.

In lieu of the Company tendering the full amount of Deferred Underwriting Commission, the Company and EF Hutton entered into the Satisfaction

Agreement, pursuant to which EF Hutton will accept a combination of $325,000 in cash (the “Cash Payment”) upon the closing

of the business combination, 149,443 shares of the Company’s common stock (the “Shares”) and a $1,184,375 promissory

note (the “Promissory Note”) as full satisfaction of the Deferred Underwriting Commission.

Satisfaction and discharge of

the Deferred Underwriting Commission is dependent on the Company’s delivery of the Cash Payment, the Shares and the Promissory

Note under the terms of the Satisfaction Agreement.

Additionally, the Company has granted EF Hutton an irrevocable right of first refusal

(the “ROFR”) to act as the sole investment banker, sole book-runner, and/or sole placement agent, at EF Hutton’s sole

discretion, for each and every future public and private equity and debt offering, including all equity linked financing for a period

commencing on the date of the satisfaction and ending twenty-four (24) months after the closing of the business combination.

of Equity Securities by the issuer and affiliated purchasers

Company did not repurchase any shares of the Company’s common stock during 2022.

Company did not repurchase any shares of the Company’s common stock during 2023 and 2022.

Not required for smaller reporting companies.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity