SEC Filing Summary: PowerUp Acquisition Corp. (8-K)
Business Context and Reporting Period
This Form 8-K was filed by PowerUp Acquisition Corp. (not Aspire Biopharma Holdings, Inc.) on May 19, 2022, reporting events occurring on May 16, 2022. The registrant is a Cayman Islands exempted company and an emerging growth company. Its securities (Units, Class A Ordinary Shares, and Redeemable Warrants) trade on The Nasdaq Stock Market LLC under the symbols PWUPU, PWUP, and PWUPW, respectively.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance changes and does not contain financial performance data.
Material Changes
Effective May 16, 2022, the Board of Directors appointed Kyle Campbell as a Class III director. The Board determined Mr. Campbell to be an "independent director" under Nasdaq listing standards and SEC rules. He was simultaneously appointed to the Audit Committee.
Management Commentary and Background
- Professional Background: Since May 2021, Mr. Campbell has served as a senior analyst at Greenhaven Road Capital, specializing in SPAC structures, incentives, and PIPE transactions. Previously, he was the Chief Financial Officer of a single-family office (2015–2019).
- Education: He holds a B.S. in Business from Bellevue University and an MBA from Columbia Business School.
- Agreements: The Company entered into an indemnity agreement and a letter agreement with Mr. Campbell, consistent with those provided to other officers and directors during the initial public offering.
- Related Parties: No family relationships exist between Mr. Campbell and other directors or officers, and no undisclosed arrangements or material interest transactions were reported.
Investor Verification Checklist
- Verify the registrant name is PowerUp Acquisition Corp., not Aspire Biopharma Holdings, Inc.
- Confirm Kyle Campbell's appointment to the Board and Audit Committee is effective as of May 16, 2022.
- Review the terms of the indemnity and letter agreements to ensure they align with standard SPAC director compensation and liability protections.
- Check subsequent filings for any updates regarding the Company's business combination status or financial position.