Filing Summary
Business Context and Reporting Period
This Form 8-K was filed by Khosla Ventures Acquisition Co. II, a special purpose acquisition company associated with Nextdoor Holdings, Inc. The report concerns the quarter ended March 31, 2021 and was triggered by the company’s delayed Form 10-Q filing. The report date was May 28, 2021; it was signed and filed June 2, 2021.
Financial and Operating Metrics
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating metrics. It addresses a regulatory filing delay rather than financial results.
Material Changes Versus the Prior Period
- The company did not file its Form 10-Q for the quarter ended March 31, 2021 by the required May 17, 2021 deadline.
- The delay followed the SEC’s April 12, 2021 guidance regarding accounting and reporting for warrants issued by SPACs, which resulted in additional work and an accounting-firm backlog.
- Nasdaq notified the company on May 28, 2021 that it was not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of periodic reports.
- The company filed the delayed Form 10-Q on June 1, 2021.
Outlook, Risks, and Unusual Items
- The Nasdaq notice had no immediate effect on the listing or trading of the company’s securities.
- If the company fails to timely regain compliance, its securities may be subject to delisting from the Nasdaq Capital Market.
- The filing identifies the warrant-accounting review and resulting filing delay as the unusual event. It does not provide financial guidance or an operating outlook.
- A June 2, 2021 press release announcing receipt of the Nasdaq notice was filed as Exhibit 99.1.
Investor Verification Items
- Review the Form 10-Q filed June 1, 2021 for the underlying warrant-accounting conclusions and any restatements or reclassifications.
- Verify the company’s status under Nasdaq Listing Rule 5250(c)(1), including any compliance deadline or subsequent Nasdaq determination.
- Assess whether the delayed filing affected the SPAC transaction timeline or other obligations associated with the Nextdoor combination.
- Confirm the registrant and security details: Khosla Ventures Acquisition Co. II, Class A common stock, ticker KVSB.