NONE false 0001871745 0001871745 2023-11-03 2023-11-03 0001871745 dsaq:UnitsMember 2023-11-03 2023-11-03 0001871745 us-gaap:CommonClassAMember 2023-11-03 2023-11-03 0001871745 us-gaap:WarrantMember 2023-11-03 2023-11-03

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 3, 2023

 

 

DIRECT SELLING ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40831   86-3676785
(State or other jurisdiction
of incorporation)		  

(Commission

File Number)

   (IRS Employer
Identification No.)

 

5800 Democracy Drive

Plano, TX

   75024
(Address of principal executive offices)   (Zip Code)

(214) 380-6020

(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 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

Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant   DSAQ.U   The New York Stock Exchange
Class A common stock, par value $0.0001 per share   DSAQ   The New York Stock Exchange
Redeemable warrants, each warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share   DSAQ.W   OTC

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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 3, 2023, John Addison notified Direct Selling Acquisition Corp. (the “Company”) of his decision to resign as a director of the Company, effective immediately. Mr. Addison’s decision to resign was not the result of any dispute or disagreement with the Company or any matter relating to the Company’s operations, policies or practices. Additionally, on November 3, 2023, in order for the Company to maintain a majority of independent directors, as required by the rules and regulations of the New York Stock Exchange, Wayne Moorehead voluntarily resigned as a director of the Company. Mr. Moorehead’s decision to resign was not the result of any dispute or disagreement with the Company or any matter relating to the Company’s operations, policies or practices, and Mr. Moorehead will continue to serve in the role of Chief Strategy Officer of the Company.

Also on November 3, 2023, the Company announced the appointment of Heather Chastain to the Audit Committee of the board of directors of Company. The appointment is effective as of November 3, 2023.

Mrs. Chastain is an existing director of the Company and the board of directors of the Company has determined that Mrs. Chastain is an “independent director” as defined in the New York Stock Exchange rules and applicable SEC rules.

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.

 

Dated: November 9, 2023      
    DIRECT SELLING ACQUISITION CORP.
    By:  

/s/ Dave Wentz

    Name:   Dave Wentz
    Title:   Chairman and Chief Executive Officer
v3.23.3
Document and Entity Information
Nov. 03, 2023
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Nov. 03, 2023
Entity Registrant Name DIRECT SELLING ACQUISITION CORP.
Entity Incorporation State Country Code DE
Entity File Number 001-40831
Entity Tax Identification Number 86-3676785
Entity Address Address Line 1 5800 Democracy Drive
Entity Address City Or Town Plano
Entity Address State Or Province TX
Entity Address Postal Zip Code 75024
City Area Code 214
Local Phone Number 380-6020
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Entity Ex Transition Period false
Amendment Flag false
Entity Central Index Key 0001871745
Common Class A [Member]  
Document Information [Line Items]  
Security 12b Title Class A common stock, par value $0.0001 per share
Trading Symbol DSAQ
Security Exchange Name NYSE
Warrant [Member]  
Document Information [Line Items]  
Security 12b Title Redeemable warrants, each warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Trading Symbol DSAQ.W
Security Exchange Name NONE
Units [Member]  
Document Information [Line Items]  
Security 12b Title Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant
Trading Symbol DSAQ.U
Security Exchange Name NYSE
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