Item 8.01 Other Events.
On
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT Amount Approximate and Percentage of Nature of Outstanding Beneficial Shares of Name and Address of Beneficial Owner(1) Ownership(3) Common Stock(2) Western Acquisition Ventures Sponsor LLC (our sponsor) 2,501,000 62.2 % A.G.P./Alliance Global Partners(4) 750,000 18.7 % Stephen Christoffersen (Director) - - William Lischak (Director)(5) 2,501,000 62 % Ade Okunubi (Director) - - Robin L. Smith (Director) - - Adam K. Stern (Director) - -
All directors and executive officers as a group (six individuals)
2,501,000 62.2 % MMCAP International Inc. SPC (6) 500,000 [12.4 %] Feis Equities LLC (Lawrence M. Feis) (7) 518,768 [12.9 %] Alpha Captal Anstalt 300,000 7.50 %
(1) Unless otherwise indicated, the business address of each of the individuals
is c/o
(2) Percentages shows are based on 14,751,000 shares of common stock issued and
outstanding as of
(3) Interests shown include of founders shares, classified as common stock, and
shares issued with the private placement units, as well as public shares.
(4) Interests shown consist solely of representative shares, classified as common
stock. The business address of A.G.P. is590 Madison Avenue , 28th Floor,New York, NY 10022. Interests shown consist of 750,000 shares of common stock beneficially owned by A.G.P. Individuals who have shared voting and investor control over these shares areRaffaele Gambardella , A.G.P.'s Chief Operation Officer andChief Risk Officer ,Craig E. Klein , A.G.P.'s Chief Financial Officer/Principal Financial Officer,Phillip W. Michals , A.G.P.'s Chief Executive Officer,John J. Venezia , A.G.P.'s Chief Compliance Officer, andDavid A. Bocchi , Trustee of theDavid Bocchi Family Trust , which is an indirect owner of A.G.P., each of whom disclaims any beneficial ownership of such shares except to the extent of their pecuniary interest.
(5) With respect to before the offering, our Sponsor is the record holder of such
shares.William Lischak , our Chief Financial Officer, is the sole managing member of our Sponsor. As such,William Lischak has voting and investment discretion with respect to the founder shares held of record by our Sponsor and may be deemed to have shared beneficial ownership of the founder shares held directly by our Sponsor.William Lischak disclaims beneficial ownership of any shares other than to the extent he may have a pecuniary interest therein, directly or indirectly.
(6) Based on a Schedule 13G filed by the reporting person, the address for the
reporting person is c/oMourant Governance Services (Cayman) Limited ,94 Solaris Avenue ,Camana Bay , P.O. Box 1348,Grand Cayman , KY1-1108,Cayman Islands . The above table also corrects the equivalent table in the Company's Annual Report on Form 10-K for the fiscal year endedDecember 31, 2021 .
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Description Number 10.1 Forward Purchase Agreement among WAVS, Cycurion and Alpha dated as ofJanuary 10, 2023 (corrected exhibit) 104 Cover Page Interactive Data File (embedded within the inline XBRL document)
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