Western Acquisition Ventures Corp. Files 2025 Proxy Statement

TL;DR

WAVC proxy filed for Jan 8 meeting - shareholders vote on key company matters.

AI Summary

Western Acquisition Ventures Corp. filed a definitive proxy statement (DEF 14A) on December 16, 2024, for its annual meeting on January 8, 2025. The company, incorporated in Delaware with its principal office at 42 Broadway, New York, NY, is involved in computer programming services. This filing details the agenda and proposals to be voted on by shareholders.

Why It Matters

This filing provides shareholders with crucial information about upcoming votes, including executive compensation and director elections, enabling informed participation in corporate governance.

Risk Assessment

Risk Level: low — This is a routine annual proxy filing and does not contain new material financial information or significant corporate events.

Key Players & Entities

• Western Acquisition Ventures Corp. (company) — Registrant
• 0001104659-24-128903 (filing_id) — Accession Number
• 20241216 (date) — Filing Date
• 20250108 (date) — Conformed Period of Report
• 42 Broadway, 12th Floor, New York, NY 10004 (address) — Business Address

FAQ

Key Financial Figures

• $100 — te by depositing into the Trust Account $100 (the " Trust Amendment ") (we refer to
• $116,150,000 — ing of the Company's IPO, approximately $116,150,000 was placed in a trust account (" Trust
• $1,834,540 — t in the Trust Account is approximately $1,834,540. The Board has fixed the close of bus
• $0.0001 — were 3,424,879 shares of common stock, $0.0001 par value, issued and outstanding (the
• $10,000 — ompany deposited into the Trust account $10,000 per month for the first six-month exten
• $10.55 — tion will be unchanged at approximately $10.55 per share (without taking into account
• $11.00 — s common stock on December 13, 2024 was $11.00. The Company cannot assure stockholders
• $100,000 — d to us (net of taxes payable and up to $100,000 for costs associated with winding up an
• $1 — result in a tax liability in excess of $1

Filing Documents

• tm2429649-2_def14a.htm (DEF 14A) — 380KB
• px_westernproxypage01-bw.jpg (GRAPHIC) — 262KB
• px_westernproxypage02-bw.jpg (GRAPHIC) — 316KB
• px_westernproxypage03-bw.jpg (GRAPHIC) — 391KB
• 0001104659-24-128903.txt ( ) — 1658KB

From the Filing

DEF 14A 1 tm2429649-2_def14a.htm DEF 14A tm2429649-2_def14a - none - 3.6406453s 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 the use of the Commission only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 WESTERN ACQUISITION VENTURES 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. WESTERN ACQUISITION VENTURES CORP. 42 Broadway, 12 th Floor New York, New York 10004 NOTICE OF SPECIAL MEETING TO BE HELD JANUARY 8, 2025 TO THE STOCKHOLDERS OF WESTERN ACQUISITION VENTURES CORP. On behalf of the Board of Directors of Western Acquisition Ventures Corp. (the " Company " or " we "), I invite you to attend our Special Meeting of Stockholders (the " Special Meeting "). We hope you can join us. The Special Meeting will be a virtual meeting only and will be held via a videoconference. Stockholders will not be able to physically attend the meeting. The virtual meeting can be accessed by using the following link: https://web.lumiconnect.com/285796129 The password for the videoconference is: wavs2025 We are first mailing these materials to our stockholders on or about December 16, 2024. As discussed in the enclosed Proxy Statement, the purpose of the Special Meeting is to consider and vote upon the following proposals: (i) Proposal 1—A proposal to amend the Company's Certificate of Incorporation (the " Charter "), to extend the date by which the Company has to consummate a business combination (the " Charter Amendment "), such extension for an additional three (3)-month period (the " Extension "), from January 11, 2025 through and including April 11, 2025 (such date actually extended being referred to as the " Extended Termination Date ") (we refer to this proposal as the " Charter Amendment Proposal "); (ii) Proposal 2—A proposal to amend the Company's investment management trust agreement, dated as of January 11, 2022, as amended (the " Trust Agreement "), by and between the Company and Equiniti Trust Company (the " Trustee "), allowing the Company to extend the Extended Termination Date by depositing into the Trust Account $100 (the " Trust Amendment ") (we refer to this proposal as the " Trust Amendment Proposal "); and (iii) Proposal 3—A proposal to direct the chairman of the Special Meeting to adjourn the Special Meeting to a later date or dates (the " Adjournment "), if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient votes to approve the foregoing proposals (we refer to this proposal as the " Adjournment Proposal "). The purpose of the Charter Amendment Proposal and the Trust Amendment Proposal is to allow the Company additional time to complete the proposed business combination (the " Proposed Business Combination ") or any potential alternative initial business combination. The Company's prospectus for its initial public offering (" IPO ") and its Charter provided that the Company has until January 11, 2023, which was subsequently extended to January 11, 2025 (the " Current Termination Date ") to complete the Proposed Business Combination. There is not sufficient time before January 11, 2025 for the Company to complete the Proposed Business Combination given the projected timetable for finalizing a registration statement under the Securities Act of 1933 on Form S-4 (the " Proposed Business Combination Registration Statement ") and having it declared effective prior to holding a special meeting of the Company to consider the Proposed Business Combination. Accordingly, the Board has determined that it is in the best interests of our stockholders to extend the date that the Company has to consummate the Proposed Business Combination. If the Charter Amendment Proposal and the Trust Amendment Proposal are approved, the Company would have an additional three months after the Extended Termination Date to consummate the Proposed Business Combination or any potential alternative initial business combination, until April 11, 2025, which is a total of up to 39 months to complete the Proposed Business Combination after the Company's IPO. Upon the closing of the Company's IPO, approximately $116,150,000 was placed in a trust account (" Trust Account ") with Equiniti Trust Company acting as trustee, and

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View this DEF 14A filing on SEC EDGAR