Washington, D.C. 20549









Date of Report (Date of earliest event reported): May 7, 2021



Build Acquisition Corp.

(Exact name of registrant as specified in its charter)




Delaware   001-40220   86-1389419

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)


3300 Jefferson Street, Suite 303

Austin, TX

(Address of principal executive offices)   (Zip Code)

(512) 994-2983

(Registrant’s telephone number, including area code)

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 communication 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-commencements 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 Securities Exchange Act of 1934:


Title of each class


Trading Symbol(s)


Name of each exchange on which registered

Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant   BGSX.U   New York Stock Exchange
Class A common stock, par value $0.0001 per share   BGSX   New York Stock Exchange
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50   BGSX WS   New York Stock Exchange

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 8.01

Other Events.

On May 7, 2021, Build Acquisition Corp. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the Class A Common Stock (defined below) and warrants included in the Units commencing on May 7, 2021. Each Unit consists of one share of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-third of one redeemable warrant, each whole warrant enabling the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. Those Units not separated will continue to trade on the New York Stock Exchange (the “NYSE”) under the symbol “BGSX.U,” and each of the Class A Common Stock and warrants that are separated will trade on the NYSE under the symbols “BGSX” and “BGSX WS,” respectively. Holders of the Units will need to have their brokers contact Continental Stock Transfer and Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Common Stock and warrants.


Item 9.01

Financial Statements and Exhibits.

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





Description of Exhibits

99.1    Press Release, dated May 7, 2021.


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.


    Build Acquisition Corp.
Date: May 7, 2021     By:  

/s/ Zeynep Young

    Name:   Zeynep Young
    Title:   Co-Chief Executive Officer and Director