Prospectus Supplement No. 1
(To Prospectus dated May 12, 2022)
Filed pursuant to Rule 424(b)(3)
Registration No. 333-259514
This prospectus supplement updates, amends and supplements the prospectus dated May 12, 2022 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-259514). Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus.
This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with the information contained in our Current Report on Form 8-K filed with the SEC on May 23, 2022, which is set forth below.
This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.
On May 20, 2022, the closing price of our Class A Common Stock was $4.53 per share and the closing price of our public warrants was $0.37 per warrant.
Investing in our securities involves a high degree of risks. You should review carefully the risks and uncertainties described in the section titled “Risk Factors” beginning on page 7 of the Prospectus, and under similar headings in any amendments or supplements to the Prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is May 23, 2022
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 18, 2022
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of incorporation or organization)||(Commission File Number)||(I.R.S. Employer Identification No.)|
222 W. Las Colinas Blvd. Suite 1650E, Irving, Texas
|(Address of Principal Executive Offices)|
(Registrant's telephone number, including area code)
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, $0.0001 par value per share||AGIL|
NASDAQ Capital Market
|Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share||AGILW|
NASDAQ Capital Market
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 5.07. Submission of Matters to a Vote of Security Holders.
The 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”) of AgileThought, Inc. (the “Company”) was held on May 18, 2022. Present at the Annual Meeting in person or by proxy were holders of 31,843,337 shares of the Company’s common stock, representing 69.17% of the voting power of the shares of the Company’s common stock as of March 24, 2022, the record date for the 2022 Annual Meeting, and constituting a quorum for the transaction of business. The matters that were voted upon at the 2022 Annual Meeting, and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to each such matter, where applicable, are set forth below.
At the 2022 Annual Meeting, the Company’s stockholders (i) elected the three nominees for Class I directors until the 2025 annual meeting and (ii) ratified the appointment of KPMG LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2022.
Proposal 1: Election of three Class I directors to serve until the 2025 Annual Meeting of Stockholders:
|Votes For||Votes Withheld||Broker Non-Votes|
|Gerardo Benítez Peláez||18,523,771 ||10,222,594 ||3,096,972 |
|Roberto Langenauer||28,328,551 ||417,814 ||3,096,972 |
|Mauricio Garduño||28,343,446 ||402,919 ||3,096,972 |
Proposal 2: Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022:
|Votes For||Votes Against||Abstained|
|KPMG LLP||31,426,100 ||218 ||417,019 |
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: May 23, 2022
/s/ Amit Singh
Chief Financial Officer