Insight Acquisition Corp. Files Definitive Additional Materials

TL;DR

Insight Acquisition Corp. dropped more proxy docs, no fee needed.

AI Summary

Insight Acquisition Corp. filed definitive additional materials on May 30, 2024, related to its proxy statement. The filing is a definitive additional material, indicating it contains supplementary information for shareholders regarding a previously issued proxy statement. No fee was required for this filing.

Why It Matters

This filing provides updated or supplementary information to shareholders, which may be crucial for their decision-making regarding upcoming corporate actions or votes.

Risk Assessment

Risk Level: low — This is a routine filing of additional proxy materials and does not appear to contain new or significant financial or strategic information that would inherently increase risk.

Key Players & Entities

• Insight Acquisition Corp. (company) — Registrant
• DEFA14A (document) — Filing Type
• 20240530 (date) — Filing Date

FAQ

Key Financial Figures

• $2,703,102 — r 31, 2023, the Company withdrew $2,703,102 from the Trust Account (the “ Wi
• $1,653,743 — r 31, 2023, the Company remitted $1,653,743 to the respective tax authorities, whic
• $1,049,359 — government authorities in the amount of $1,049,359. Additionally, the Withdrawn Trust Fund
• $628,758 — rawals, the Company has determined that $628,758 of the excess withdrawn amount is due t
• $11,978,050 — 3, 2024, the Company held approximately $11,978,050 in its Trust Account and the Company es
• $11 — mon stock would have been approximately $11.96, subject to withdrawals for any taxe
• $11,349,292 — 3, 2024, the Company held approximately $11,349,292 ($11,978,050 – $62
• $11.34 — Special Meeting, will be approximately $11.34 per share, subject to withdrawals for a
• $11.64 — common stock on May 13, 2024 was $11.64. Accordingly, if the market price were
• $0.30 — esult in a public stockholder receiving $0.30 less for each share than if such stockh

Filing Documents

• ea0205447-03.htm (DEFA14A) — 41KB
• 0001213900-24-048062.txt ( ) — 42KB

From the Filing

ADDITIONAL MATERIALS    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))   Definitive Proxy Statement   Definitive Additional Materials   Soliciting Material under §240.14a -12 INSIGHT ACQUISITION CORP. (Name of Registrant as Specified in its Charter) _______________________________________________________________ (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box):   No fee required.   Fee paid previously with preliminary materials.   Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a -6 (i)(1) and 0 -11 .   INSIGHT ACQUISITION CORP. 333 East 91 st Street New York, NY 10128 SUPPLEMENT NO. 1 TO PROXY STATEMENT DATED MAY 20, 2024 FOR A SPECIAL MEETING OF STOCKHOLDERS OF INSIGHT ACQUISITION CORP. To Be Held on June 5, 2024 Dear Stockholders of Insight Acquisition Corp.: This proxy supplement is being filed to update and correct certain information contained in the proxy statement dated May 20, 2024 (the “ Proxy Statement ”), in connection with the special meeting of stockholders of Insight Acquisition Corp., a Delaware corporation (the “ Company ”, “ we ”, “ us ” or “ our ”), scheduled to be held on June 5, 2024 at 10:30 A.M., Eastern time, via teleconference (the “ S pecial M eeting ”), or at such other time, on such other date and at such other place to which the meeting may be postponed or adjourned. The purpose of this document is to supplement the Proxy Statement with certain new and/or revised information as follows: As previously reported by the Company on May 14, 2024, in a Current Report on Form 8 -K , during the course of preparing the Company’s annual report on Form 10 -K for the year ended December 31, 2023, the Company identified an amount due to shareholders which was identified during the year ended December 31, 2023 and not accounted for in the Company’s quarterly report on Form 10 -Q for the quarter ended September 30, 2023. Since the completion of its IPO on September 7, 2021, and through December 31, 2023, the Company withdrew $2,703,102 from the Trust Account (the “ Withdrawn Trust Funds ”) to pay liabilities related to the income taxes and Delaware franchise taxes. Through December 31, 2023, the Company remitted $1,653,743 to the respective tax authorities, which resulted in remaining excess funds withdrawn from the Trust Account but not remitted to the government authorities in the amount of $1,049,359. Additionally, the Withdrawn Trust Funds were held in the Company’s operating account that also holds funds deposited by the Sponsor to be used for general operating expenses. Management has determined that this use of the Withdrawn Trust Funds was not in accordance with the Trust Agreement. In March of 2024, the sponsor of the Company deposited an amount equal to the excess Withdrawn Trust Funds plus accrued interest on such sum into the Trust Account. During the period in which the excess withdrawals occurred, the Company held its annual meeting on September 6, 2023 (the “ September 2023 Meeting ”) where the stockholders voted to approve a proposal to amend the Company’s amended and restated certificate of incorporation to extend the Combination Period, from September 7, 2023 to June 7, 2024. In connection with the stockholder’s vote at the annual meeting, there was a share redemption in exchange for a redemption payment paid to the redeeming shareholders. Upon calculation of the excess withdrawals, the Company has determined that $628,758 of the excess withdrawn amount is due to those shareholders who elected to redeem their shares in connection with the September 2023 Meeting, and in connection with a restatement of the Company’s financial statements, the Company has accounted for this on its balance sheet as due to shareholders as of December 31, 2023, however, this amount should have been recorded as of September 30, 2023. See the Company’s financial statements for the years ended December 31, 2023 and December 31,

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View this DEFA14A filing on SEC EDGAR