UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers. |
On December 29, 2021, Glenn R. August notified Churchill Capital Corp VII (the “Company”) of his intention to resign from the Company’s board of directors (the “Board”), effective December 29, 2021. Mr. August did not advise the Company of any disagreement with the Company on any matter relating to its operations, policies or practices.
On January 5, 2022, the Board of the Company appointed Alan M. Schrager as a director of the Company, effective January 5, 2022. Mr. Schrager will serve as a Class II director of the Company with a term expiring at the Company’s second annual meeting of stockholders following the Company’s initial public offering.
Mr. Schrager is Portfolio Manager & Senior Partner with Oak Hill Advisors, L.P. (“OHA”), where he shares portfolio management responsibilities for a number of OHA’s portfolios. Mr. Schrager serves on various OHA committees, including the compliance, investment strategy, valuation and several fund investment committees. Previously, he had senior research responsibility for investments in private credit companies, software, industrials and gaming. Prior to joining OHA in early 2003, Mr. Schrager was a Managing Director of USBancorp Libra, where he was responsible for originating, evaluating and structuring private equity, mezzanine and debt transactions and also held several positions at Primary Network, a data CLEC, including Chief Financial Officer and Interim Chief Executive Officer. He previously worked in the Leveraged Finance and High Yield Capital Markets group at UBS Securities, LLC. He currently serves on the boards of directors of Associated Materials Incorporated since August 2020, Expro Group Holdings N.V. since October 2021 and New Heights Youth, Inc. since April 2016. Mr. Schrager also serves on the boards of directors of Churchill Capital Corp V and Churchill Capital Corp VI since January 2022. Mr. Schrager earned an M.B.A. from the Wharton School of the University of Pennsylvania and a B.A. from the University of Michigan.
In connection with his election to the Board, Mr. Schrager will enter into an indemnification agreement with the Company pursuant to which the Company will agree to indemnify him from certain liabilities that may arise by reason of his status as a director and advance certain expenses incurred by Mr. Schrager. The form of indemnification agreement was filed as Exhibit 10.7 to the Registration Statement on Form S-1, filed with the Securities and Exchange Commission (the “SEC”) on February 8, 2021 (the “Registration Statement”). Mr. Schrager will also enter into a letter agreement with Churchill Sponsor VII LLC, and this agreement waives certain redemption rights and certain rights to liquidating distributions from the trust account. The form of letter agreement was filed as Exhibit 10.2 to the Registration Statement.
SIGNATURE
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.
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Churchill Capital Corp VII |
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| Date: January 5, 2022 | By: | /s/ Jay Taragin | ||
| Name: | Jay Taragin | |||
| Title: | Chief Financial Officer | |||