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Washington, DC 20549




Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): July 20, 2022



(Exact name of registrant as specified in its charter)


Delaware   001-38785   87-1760117

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification Number)


5801 Tennyson Parkway, Suite 275 Plano, TX

(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code: (972) 987-5130


Not Applicable

(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class A Common Stock   SNAX   The Nasdaq Stock Market LLC
Warrants, each exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share   SNAXW   The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.







Item 3.02 Unregistered Sales of Equity Securities.


To the extent applicable, the information under Item 8.01 below is incorporated herein by reference.


Item 8.01 Other Events.


On July 20, 2022, Stryve Foods, Inc. (the “Company”) issued an aggregate of 4,014,012 shares of its Class A common stock and cancelled an equal number of shares of Class V common stock pursuant to the terms of the Company’s existing Exchange Agreement dated as of July 20, 2021 that permits holders of the Company’s Class V common stock and Andina Holdings LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Holdings”), Class B Units to tender a set of one share of Class V common stock and one Holdings Class B Unit and for redemption for one share of Class A common stock. The securities were issued in reliance on the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.


Following the issuance, on July 20, 2022, the Company had 18,998,343 shares of Class A common stock issued and outstanding and 7,488,343 shares of Class V common stock issued and outstanding. The Company has historically reported its financial results and weighted average share calculations on an “as exchanged” basis to give full effect to the potential exchanges of Class V to Class A that may occur over time.  Accordingly, this issuance of Class A common stock will have no effect on the Company’s earnings (loss) per share calculations that are presented on an “as exchanged” basis.






Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: July 22, 2022


  By: /s/ R. Alex Hawkins
  Name: R. Alex Hawkins
  Title: CFO