Results

Slam Corp.

10/01/2026 | Press release | Distributed by Public on 10/01/2026 05:16

Material Agreement (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement.

Amended and Restated Consolidated Promissory Note

On October 1, 2026, Slam Corp. (the "Company") issued an Amended and Restated Consolidated Promissory Note (the "Consolidated Note") to Slam Sponsor, LLC (the "Sponsor"). The Consolidated Note amends, restates and consolidates ten promissory notes the Company previously issued to the Sponsor between November 30, 2021 and May 15, 2025 (the "Prior Notes"), as previously disclosed in the Company's periodic reports. The principal amount of the Consolidated Note is $15,514,982, which equals the aggregate amount funded and remaining outstanding under the Prior Notes. The Consolidated Note does not evidence any new borrowing. All undrawn commitments under the Prior Notes have been terminated.

Interest. The Prior Notes did not bear interest. The Consolidated Note bears interest from October 1, 2026 at a rate per annum equal to the prime rate as published in The Wall Street Journal, which does not compound. Accrued interest is payable at the same time and on the same terms as principal.

Maturity; liquidation. The Consolidated Note matures on the fifth anniversary of its issuance. Consummation of the Company's initial business combination will not accelerate maturity. If the Company liquidates without consummating an initial business combination, the Consolidated Note will not be repaid and all amounts owed under it will be forgiven, except to the extent of funds held outside the Company's trust account. The Sponsor has waived any claim against the trust account. The Company may prepay the Consolidated Note at any time without premium or penalty.

Share settlement option. The Company may, at its option, settle all or any portion of the amounts outstanding under the Consolidated Note at any time on or before maturity by issuing Class A ordinary shares of the Company or, following a business combination, the common equity of its successor or publicly traded parent. The shares would be valued at their 20-trading-day volume-weighted average price or, if not listed on a national securities exchange, at fair market value as determined by the Company's disinterested directors or, if there are none, by an independent valuation firm. The Company may make this election only if it has sufficient authorized shares, has obtained all required approvals and can issue the shares in a transaction exempt from registration. The Sponsor has no right to require share settlement.

Termination of conversion rights. The Sponsor irrevocably terminated its right to convert up to $1,500,000 of the working capital loans evidenced by certain of the Prior Notes into warrants at a price of $1.50 per warrant.

Slam Corp. published this content on October 01, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 01, 2026 at 11:17 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]