Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 20, 2022, Epiphany Technology Acquisition Corp., a Delaware corporation (the "Company"), held a special meeting in lieu of the 2022 annual meeting of stockholders (the "Meeting"). At the Meeting, the Company's stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation (the "Charter Amendment") to extend the date by which the Company must consummate its Initial Business Combination from January 12, 2023 to July 12, 2023 (or such earlier date as determined by the Board). The Company filed the Charter Amendment with the Secretary of State of the State of Delaware on December 21, 2022.

The foregoing description is qualified in its entirety by reference to the Charter Amendment, a copy of which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Meeting, an aggregate of at least 25,556,251 shares of the Company's common stock, which represents a quorum of the outstanding common stock entitled to vote as of the record date of November 22, 2022, were represented in person or by proxy at the Meeting.

At the Meeting, the Company's stockholders voted on the following proposals, each of which was approved:

(1) The Extension Amendment Proposal - a proposal to amend the Company's amended and restated certificate of incorporation to extend the date by which the Company has to consummate a business combination from January 12, 2023 to July 12, 2023 (or such earlier date as determined by the Board). The following is a tabulation of the votes with respect to this proposal, which was approved by the Company's stockholders:



   For       Against   Abstain
36,674,511   730,038    8,151

(2) The Director Election Proposal - to elect two persons as Class I directors (to serve until the annual meeting of the Company to be held in 2025 or until a successor is elected and qualified or their earlier resignation or removal). The following is a tabulation of the votes with respect to the election of directors, each of whom was elected by the Company's stockholders:



      Name            For       Withhold
JD Sherman         30,642,062   6,770,638
Kirk Arnold        30,643,292   6,769,408
Melissa McJannet   30,645,388   6,767,312
Ronald Eastman     36,692,299    720,401

As of the date of this report, the number of stockholders which exercised their right to redeem their shares in the Company's common stock, the final amount being redeemed from the Trust Account, the amounts of funds remaining in the Trust Account, and the per-share redemption price are being calculated by Continental Stock Transfer & Trust Company, the transfer agent and trustee of the Company. The Company expects to file a Current Report on Form 8-K to announce such information as soon as possible.

--------------------------------------------------------------------------------

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Form 8-K:



Exhibit No.       Description of Exhibits

3.1                 Amendment to Amended and Restated Certificate of Incorporation.


104               Cover Page Interactive Data File (embedded within the Inline XBRL
                  document).

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses