Financial Performance - The company reported a net loss of $824,042 for the three months ended March 31, 2024, compared to a net income of $1,267,859 for the same period in 2023[113][114]. - The company has not yet generated any operating revenues and does not expect to do so until after completing a business combination[112]. Cash and Investments - As of March 31, 2024, the company had cash, investments, and marketable securities held in the Trust Account totaling $51,171,024[121]. - The company generated interest income of $1,020,688 from investments held in the Trust Account during the three months ended March 31, 2024[113]. - The Company intends to use substantially all funds in the Trust Account to complete its Business Combination, having withdrawn $13,170 for taxes during the period ended March 31, 2024[126]. Business Combination and Extensions - On September 19, 2023, stockholders approved an extension of the business combination deadline to January 19, 2024, with 9,239,192 shares redeemed for approximately $96,791,644[107][121]. - On January 19, 2024, stockholders approved another extension to December 20, 2024, with 10,872,266 shares redeemed for approximately $115,489,643[110][121]. - The Company has until December 20, 2024, to consummate a Business Combination, with substantial doubt about its ability to continue as a going concern if not completed by this date[129]. Liabilities and Financing - The company has a working capital deficit of $4,958,974 as of March 31, 2024[119]. - The company has outstanding Working Capital Loans totaling $2,425,000 as of March 31, 2024, increased from $1,500,000 to $3,000,000[120]. - The Company may need additional financing to complete its Business Combination or to meet obligations if cash on hand is insufficient[128]. - The Company has no off-balance sheet financing arrangements as of March 31, 2024[130]. - The Company has not identified any long-term debt obligations or liabilities other than those specified in the report[131]. Costs and Expenses - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[117]. - The underwriter earned a cash underwriting discount of $4,973,868, and a deferred underwriting discount of $8,704,270, which was waived on October 18, 2023[135]. - The Company incurred $90,000 for administrative support services for the three months ended March 31, 2024, with $376,451 in accrued expenses as of the same date[132]. Shareholder Agreements - The company entered into non-redemption agreements with third parties, agreeing to issue 1,610,000 Class A Shares for commitments not to redeem public shares[108][111]. - As of March 31, 2024, the Company has 4,757,884 shares of Class A common stock presented at redemption value as temporary equity[139]. Advisory Services - The Company has engaged Cohen & Company Capital Markets for financial advisory services, with fees based on a percentage of the proceeds from the Public Offering[136]. Internal Controls - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the Company's internal control[145].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |----- ...

Financial Performance - As of September 30, 2023, the company recorded a net income of $1,206,590, primarily from interest income of $3,278,712, after accounting for expenses totaling $1,371,122[98] - For the nine months ended September 30, 2023, the company reported a net income of $4,202,024, with interest income of $9,027,924[99] Trust Account and Assets - The company had cash, investments, and marketable securities in the Trust Account amounting to $163,995,984 as of September 30, 2023[107] - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and may withdraw interest to pay taxes[107] Shareholder Transactions - A total of 9,239,192 shares of redeemable Class A common stock were redeemed at a price of approximately $10.4762 per share, resulting in an aggregate redemption amount of approximately $96,791,644[94] - The company has agreed to issue 1,610,000 Class A Shares to third parties in exchange for commitments not to redeem public shares[95] IPO Costs and Financing - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[103] - The underwriter earned a cash underwriting discount of 2% of the gross proceeds from the Public Offering, totaling $4,973,868[117] - The deferred underwriting discount is 3.5% of the gross proceeds from the Public Offering, amounting to $8,704,270, which will be payable only upon completion of a Business Combination[117] Working Capital and Liabilities - The company has a working capital deficit of $2,827,412 as of September 30, 2023[105] - As of September 30, 2023, there are 15,630,150 shares of Class A common stock presented at redemption value as temporary equity[122] - The Class A common stock subject to possible redemption is classified as a liability instrument and measured at fair value[122] Advisory and Accounting Matters - The Company engaged Cohen & Company Capital Markets for financial advisory services, paying a fee of 0.3% of the aggregate proceeds of the Public Offering[118] - The advisory fee for the Business Combination will be 0.525% of the proceeds of the Public Offering, payable at closing[118] - The Company has not considered the effect of the warrants in the calculation of diluted net income (loss) per share, resulting in diluted net income (loss) per share being the same as basic net income (loss) per share[124] - The Company recognizes changes in redemption value of Class A common stock immediately as they occur[123] - The Company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows[125] - Management does not believe that any recently issued accounting standards will have a material effect on the condensed financial statements[126] Business Combination Timeline - The company has until January 19, 2024, to consummate a Business Combination, after which a mandatory liquidation will occur if not completed[110] Off-Balance Sheet Financing - The company has no off-balance sheet financing arrangements as of September 30, 2023[112]

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $1,727,575, driven by interest income of $3,052,686 from investments in the Trust Account, offset by formation and operating costs of $694,546 and income tax provision of $630,565 [86]. - For the six months ended June 30, 2023, the company achieved a net income of $2,995,434, with interest income of $5,749,212, against formation and operating costs of $1,567,443 and income tax provision of $1,186,335 [87]. - The diluted net income (loss) per share of common stock is the same as the basic net income (loss) per share, as the accretion associated with redeemable shares is excluded from earnings per share calculations [112]. Trust Account and Business Combination - As of June 30, 2023, the company held cash, investments, and marketable securities in the Trust Account totaling $258,300,436, which will be primarily used to complete a Business Combination [96]. - The company has until September 20, 2023, to consummate a Business Combination, after which a mandatory liquidation will occur if not completed [99]. - The company generated non-operating income solely from interest on marketable securities held in the Trust Account, with no operating revenues expected until after a Business Combination [85]. - The company plans to use funds held outside the Trust Account for identifying and evaluating target businesses, performing due diligence, and related operational expenses [97]. - The company has outstanding Working Capital Loans of $1,275,000 as of June 30, 2023, which may be repaid from the Trust Account proceeds upon completion of a Business Combination [95]. IPO and Transaction Costs - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees and $8,704,270 in deferred underwriting fees [92]. Working Capital and Financial Position - The company has a working capital deficit of $1,221,589 as of June 30, 2023, excluding franchise tax and income tax payable [94]. Shareholder Equity and Redemption - As of June 30, 2023, 24,869,342 shares of Class A common stock are presented at redemption value as temporary equity, reflecting the potential for mandatory redemption [110]. - The company recognizes changes in redemption value immediately, adjusting the carrying value of Class A common stock to equal the redemption value at the end of each reporting period [111]. - The company has two classes of shares, Class A and Class B, with earnings and losses shared pro rata between them [112]. - The company has not considered the effect of warrants in the calculation of diluted net income (loss) per share, as their exercise is contingent upon future events [112]. Accounting Standards and Internal Controls - The FASB issued ASU No. 2020-06, effective for fiscal years beginning after December 15, 2023, which simplifies accounting for convertible instruments and may impact the company's financial position [113]. - Management does not anticipate that any recently issued accounting standards will have a material effect on the condensed financial statements [114]. - As of June 30, 2023, the company's disclosure controls and procedures were evaluated as effective by the Certifying Officers [116]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the company's internal control [118]. - The company does not expect its disclosure controls and procedures to prevent all errors and instances of fraud, acknowledging inherent limitations [117]. Administrative Expenses - The company incurred $180,000 in administrative support service fees for the six months ended June 30, 2023, with $90,000 accrued as of June 30, 2023 [103].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |-------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |----- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2170416 (State or other jurisdi ...

FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (State ...

[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Interim Financial Statements](index=4&type=section&id=Item%201.%20Interim%20Financial%20Statements) The company, a blank check company, reports a Q1 2022 net loss of $464,263 with total assets of $253.8 million Condensed Balance Sheet (Unaudited) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $887,943 | $1,227,914 | | Investments held in Trust Account | $251,206,125 | $222,200,530 | | **Total Assets** | **$253,790,751** | **$225,170,164** | | **Liabilities & Equity** | | | | Total Liabilities | $10,057,340 | $8,948,582 | | Class A common stock subject to possible redemption | $251,180,354 | $222,200,000 | | Total stockholders' deficit | ($7,446,943) | ($5,978,418) | Condensed Statement of Operations (Unaudited) | Account | Three Months Ended March 31, 2022 | Period from Feb 19, 2021 (Inception) to Mar 31, 2021 | | :--- | :--- | :--- | | Operating and formation costs | $489,504 | $208 | | Interest income earned on investments | $25,241 | $0 | | **Net loss** | **($464,263)** | **($208)** | | Basic and diluted net loss per common stock, Class A | ($0.01) | $0.00 | Condensed Statement of Cash Flows (Unaudited) - Three Months Ended March 31, 2022 | Cash Flow Activity | Amount | | :--- | :--- | | Net cash used in operating activities | ($339,979) | | Net cash used in investing activities | ($28,980,354) | | Net cash provided by financing activities | $28,980,362 | | **Net Change in Cash** | **($339,971)** | [Note 1. Organization and Business Operations](index=8&type=section&id=Note%201.%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS) The company is a non-operational blank check entity that completed its IPO and placed $251.2 million in a trust account - The company is a blank check company formed for the purpose of effecting a business combination and has **not yet commenced any operations**[22](index=22&type=chunk)[23](index=23&type=chunk) - The company consummated its IPO of **22,000,000 units** on December 20, 2021 and a partial over-allotment of **2,869,342 units**[25](index=25&type=chunk)[26](index=26&type=chunk) - Following the IPO and over-allotment, **$251,180,354 was placed in a Trust Account** invested in U.S. government securities[30](index=30&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=10&type=section&id=NOTE%202.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Key accounting policies include its 'emerging growth company' status and classification of redeemable stock as temporary equity - The company is an **'emerging growth company'** and has elected not to opt out of the extended transition period for new accounting standards[39](index=39&type=chunk) - Class A common stock subject to possible redemption is classified as **temporary equity** outside of the stockholders' deficit section[50](index=50&type=chunk) - Warrants issued in connection with the IPO and private placement are accounted for under ASC 815-40 and meet the criteria for **equity treatment**[53](index=53&type=chunk) [Note 5. Related Party Transactions](index=18&type=section&id=NOTE%205.%20RELATED%20PARTY%20TRANSACTIONS) The company has multiple related party transactions with its Sponsor, including founder shares, monthly fees, and potential loans - The Sponsor purchased **8,763,333 Founder Shares**, and following the partial exercise of the over-allotment option, **148,192 Founder Shares were forfeited**[71](index=71&type=chunk) - The company pays its Sponsor **$30,000 per month** for administrative services, incurring and paying $90,000 for the quarter[77](index=77&type=chunk) - The Sponsor may provide up to **$2,000,000 in Working Capital Loans**, which are convertible into units at $10.00 per unit[74](index=74&type=chunk)[75](index=75&type=chunk) [Note 6. Commitments and Contingencies](index=20&type=section&id=NOTE%206.%20COMMITMENTS%20AND%20CONTINGENCIES) Commitments include a deferred underwriting discount of $8.7 million and a deferred advisory fee to a related party - The underwriter is entitled to a deferred underwriting discount of 3.5% of the gross proceeds, or **$8,704,270**, payable upon completion of the initial Business Combination[80](index=80&type=chunk) - Related party CCM is engaged as an advisor and will earn fees at closing, which will be reimbursed by the underwriter, creating a **$1,155,000 receivable**[82](index=82&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The company, a non-operational blank check entity, incurred a net loss of $464,263 and holds sufficient liquidity for its search - The company is a blank check company with no operations, and its activities are limited to organizational matters and searching for a Business Combination[103](index=103&type=chunk)[105](index=105&type=chunk) - The company has **no off-balance sheet financing arrangements**[117](index=117&type=chunk) Q1 2022 Financial Results | Metric | Value | | :--- | :--- | | Net Loss | $464,263 | | Operating Costs | $489,504 | | Interest Income from Trust | $25,241 | Liquidity Position as of March 31, 2022 | Metric | Value | | :--- | :--- | | Cash (outside Trust Account) | $887,943 | | Working Capital | $1,152,150 | | Investments held in Trust Account | $251,206,125 | [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) This disclosure is not required as the company qualifies as a smaller reporting company - Disclosure is **not required** for smaller reporting companies[133](index=133&type=chunk) [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective with no material changes in internal controls - Management concluded that as of March 31, 2022, the company's disclosure controls and procedures were **effective**[134](index=134&type=chunk) - There were **no changes in internal control** over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls[136](index=136&type=chunk) [Part II. Other Information](index=33&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that it is not a party to any material legal proceedings - The company has **no legal proceedings** to report[138](index=138&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) A new risk factor has been identified concerning proposed SEC rules for SPACs, which may increase costs and timeframes - On March 30, 2022, the SEC issued **proposed rules concerning SPACs** that may increase the costs and time required to complete an initial business combination[140](index=140&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company details proceeds from its IPO, private placements, and over-allotment option, with $251.2 million placed in trust - Simultaneously with the IPO, the Sponsor purchased **890,000 Private Placement Units** at $10.00 per unit[142](index=142&type=chunk) - In January 2022, the underwriter's partial exercise of its over-allotment option led to the sale of an additional **2,869,342 Public Units** and **86,081 Private Placement Units**[144](index=144&type=chunk) - A total of **$251,180,354** from the Public Offering and Private Placements was deposited into the Trust Account[145](index=145&type=chunk) [Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the quarterly report, including officer certifications and XBRL data - The report includes a list of exhibits filed, such as **officer certifications** (31.1, 31.2, 32.1, 32.2) and XBRL data files[149](index=149&type=chunk)

Part I [Item 1. Business](index=9&type=section&id=Item%201.%20Business) FTAC Emerald is a blank check company targeting ESG sector business combinations, completing its IPO and placing $251.2 million in trust - The company is a blank check company targeting a business combination in sectors with a core commitment to social, financial, and environmental value, such as clean/renewable energy, water sustainability, and agricultural technology[23](index=23&type=chunk)[24](index=24&type=chunk)[31](index=31&type=chunk) Initial Public Offering and Trust Account Details | Metric | Value | | :--- | :--- | | IPO Consummation Date | December 20, 2021 | | Over-allotment Exercise Date | January 14, 2022 | | Aggregate Gross Proceeds from IPO | $248,693,420 | | Gross Proceeds from Private Placement | $9,760,810 | | Amount Placed in Trust Account | $251,180,354 | | Value per Unit in Trust Account | $10.10 | - The company must complete a business combination with a target having a fair market value of at least **80%** of the assets held in the trust account at the time of signing a definitive agreement[61](index=61&type=chunk)[70](index=70&type=chunk) - Public stockholders have redemption rights, allowing them to redeem their shares for cash upon the consummation of an initial business combination, which may occur through a stockholder vote or a tender offer[93](index=93&type=chunk)[94](index=94&type=chunk) - If a business combination is not completed within the specified 'completion window' (ending June 20, 2023, or extendable to September 20, 2023), the company will liquidate and redeem all public shares[12](index=12&type=chunk)[111](index=111&type=chunk) [Item 1A. Risk Factors](index=27&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant SPAC risks, including business combination failure, competition, conflicts of interest, and post-combination challenges - There is a significant risk of failing to complete an initial business combination within the 'completion window', which would result in the company's liquidation and the expiration of its warrants as worthless[145](index=145&type=chunk) - The sponsor paid a nominal price for founder shares (~**$0.003 per share**) and is likely to profit from a business combination even if the company's stock price declines significantly, creating a potential conflict of interest[157](index=157&type=chunk)[159](index=159&type=chunk) - The company faces intense competition from other SPACs and private equity firms for attractive target businesses, which could increase acquisition costs or hinder the ability to find a suitable target[151](index=151&type=chunk)[152](index=152&type=chunk) - Officers and directors have fiduciary duties to other entities, including other SPACs, which may create conflicts of interest in presenting business opportunities to the company[217](index=217&type=chunk)[219](index=219&type=chunk) - The company's securities face the risk of being delisted from NASDAQ if listing requirements are not maintained, which would reduce liquidity and marketability[234](index=234&type=chunk)[235](index=235&type=chunk) [Item 1B. Unresolved Staff Comments](index=62&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that it has no unresolved staff comments from the Securities and Exchange Commission - There are no unresolved staff comments[268](index=268&type=chunk) [Item 2. Properties](index=62&type=section&id=Item%202.%20Properties) The company does not own any real estate and maintains its executive offices at 2929 Arch Street, Suite 1703, Philadelphia, PA, paying its sponsor a monthly fee of $30,000 for office space and administrative support services - The company's executive office space is provided by its sponsor for a monthly fee of **$30,000**, which also covers administrative and shared personnel support[269](index=269&type=chunk) [Item 3. Legal Proceedings](index=62&type=section&id=Item%203.%20Legal%20Proceedings) To the knowledge of its management, the company is not currently involved in any material litigation, arbitration, or governmental proceedings - There are no material legal proceedings pending against the company or its management[270](index=270&type=chunk) [Item 4. Mine Safety Disclosure](index=62&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This section is not applicable to the company's operations - Mine safety disclosures are not applicable[271](index=271&type=chunk) Part II [Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=63&type=section&id=Item%205.%20Market%20For%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's securities are NASDAQ-listed, no dividends are intended pre-combination, and IPO proceeds and private placement sales are detailed - The company's securities trade on the NASDAQ Global Market under the symbols **EMLDU** (units), **EMLD** (Class A common stock), and **EMLDW** (warrants)[274](index=274&type=chunk) - No cash dividends have been paid to date, and none are intended prior to the completion of an initial business combination[276](index=276&type=chunk) Use of Proceeds from IPO and Private Placement | Description | Amount | | :--- | :--- | | Gross Proceeds from IPO | $248,693,420 | | Gross Proceeds from Private Placement | $9,760,810 | | Amount Placed in Trust Account | $251,180,354 | | Cash Held Outside Trust (for working capital) | $1,227,914 | | Total Transaction Costs | $14,181,568 | | - Upfront Underwriting Commissions | $4,973,868 | | - Deferred Underwriting Commissions | $8,704,270 | [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=65&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The company incurred a $99,988 net loss from inception to Dec 2021, with IPO proceeds providing liquidity for operations while seeking a business combination Results of Operations (Inception to Dec 31, 2021) | Metric | Amount | | :--- | :--- | | Net Loss | ($99,988) | | Formation and Operating Costs | ($100,518) | | Interest Income on Trust Account | $530 | Liquidity Position (as of Dec 31, 2021) | Metric | Amount | | :--- | :--- | | Cash (outside trust) | $1,227,914 | | Working Capital | $1,545,690 | | Investments held in Trust Account | $222,200,530 | - The company has a contractual obligation to pay its sponsor or designee a monthly fee of **$30,000** for office space and administrative support services[303](index=303&type=chunk) - Critical accounting policies include the classification of Class A common stock subject to possible redemption as temporary equity outside of the stockholders' deficit section on the balance sheet[312](index=312&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=69&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, FTAC Emerald Acquisition Corp. is not required to provide the information for this item - The company is not required to provide this information as it qualifies as a smaller reporting company[317](index=317&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=70&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the company's audited financial statements for the period from February 19, 2021 (inception) through December 31, 2021, including the Report of Independent Registered Public Accounting Firm, Balance Sheet, Statement of Operations, Statement of Changes in Stockholders' Deficit, Statement of Cash Flows, and accompanying notes, reflecting its status as a pre-business combination SPAC Balance Sheet Summary (as of Dec 31, 2021) | Account | Amount | | :--- | :--- | | **Assets** | | | Cash | $1,227,914 | | Investments held in Trust Account | $222,200,530 | | **Total Assets** | **$225,170,164** | | **Liabilities & Equity** | | | Total Liabilities (incl. deferred underwriting) | $8,948,582 | | Class A common stock subject to redemption | $222,200,000 | | Total Stockholders' Deficit | ($5,978,418) | | **Total Liabilities, Redeemable Common Stock and Stockholders' Deficit** | **$225,170,164** | Statement of Operations Summary (Inception to Dec 31, 2021) | Account | Amount | | :--- | :--- | | Formation and operating costs | ($100,518) | | Interest income | $530 | | **Net Loss** | **($99,988)** | | Basic and diluted net loss per common stock | ($0.02) | [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=89&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure - There were no disagreements with accountants on accounting and financial disclosure[404](index=404&type=chunk) [Item 9A. Controls and Procedures](index=89&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management evaluated the company's disclosure controls and procedures, concluding they were effective as of December 31, 2021, with no material changes reported - As of December 31, 2021, the company's disclosure controls and procedures were deemed effective by management[405](index=405&type=chunk) - A management report on internal controls over financial reporting is not included due to the transition period for newly public companies[407](index=407&type=chunk) Part III [Item 10. Directors, Executive Officers, and Corporate Governance](index=90&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%2C%20and%20Corporate%20Governance) The company is led by an experienced team with a staggered board, independent audit and compensation committees, and a code of conduct Key Directors and Executive Officers | Name | Title | | :--- | :--- | | Betsy Cohen | Chairman of the Board | | Bracebridge H. Young, Jr. | President and Chief Executive Officer | | Douglas Listman | Chief Financial Officer | | Mark Tercek | Vice Chairman | - The Board of Directors is divided into two classes, with directors serving staggered two-year terms[421](index=421&type=chunk) - The Audit Committee consists of independent directors Andrew Hohns (Chairman), Tensie Whelan, and Lisa Shalett, with Dr. Hohns qualified as an 'audit committee financial expert'[425](index=425&type=chunk)[427](index=427&type=chunk) [Item 11. Executive Compensation](index=95&type=section&id=Item%2011.%20Executive%20Compensation) Prior to a business combination, no officers or directors receive cash compensation, but the company pays its sponsor a monthly fee of $30,000 for administrative support, and independent directors received founder shares - No cash compensation is paid to officers or directors for services rendered to the company before a business combination[432](index=432&type=chunk) - A monthly fee of **$30,000** is paid to the sponsor for office space, administrative, and shared personnel support services[432](index=432&type=chunk) - Each independent director has been allocated **20,000** founder shares by the sponsor[432](index=432&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=95&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Directors and officers beneficially own 27.8% of voting power via sponsor entities, with several institutional investors holding over 5% of Class A common stock Beneficial Ownership of Directors & Executive Officers (as a group) | Security Class | Shares Owned | Percentage of Class | | :--- | :--- | :--- | | Class A Common Stock | 976,081 | 3.8% | | Class B Common Stock | 8,615,141 | 100.0% | | Combined Voting Power | 9,591,222 | 27.8% | - The sponsor entities, managed by Betsy Cohen, hold all of the Class B founder shares and the private placement shares, giving management significant influence[439](index=439&type=chunk)[440](index=440&type=chunk) - Notable **5%** or greater beneficial owners of Class A common stock include Saba Capital Management (**6.4%**), Integrated Core Strategies (**6.2%**), Taconic Capital Advisors (**5.8%**), and Sculptor Capital (**5.8%**)[439](index=439&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=99&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Related-party transactions with the sponsor include founder share sales, private placement, and administrative fees, with disclosed conflicts and independent director determinations - The sponsor purchased **8,615,141** founder shares for **$25,000** and **976,081** private placement units for **$9.76 million**[446](index=446&type=chunk)[448](index=448&type=chunk) - The company has an administrative services agreement to pay the sponsor **$30,000 per month**[453](index=453&type=chunk) - Potential conflicts of interest are disclosed, noting that officers and directors have fiduciary duties to other entities, including other SPACs like FinTech V, FinTech VI, FTAC Athena, and FTAC Hera[457](index=457&type=chunk)[461](index=461&type=chunk) - The board has determined that Tensie Whelan, Andrew Hohns, Therese Rein, and Lisa Shalett are independent directors[462](index=462&type=chunk) [Item 14. Principal Accountant Fees and Services](index=103&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The company's independent registered public accounting firm, WithumSmith+Brown, PC, billed $97,714 for audit fees from inception through December 31, 2021, with all services pre-approved Accountant Fees (Inception to Dec 31, 2021) | Fee Category | Amount | | :--- | :--- | | Audit Fees | $97,714 | | Audit-Related Fees | $0 | | Tax Fees | $0 | | All Other Fees | $0 | Part IV [Item 15. Exhibits and Financial Statement Schedules](index=104&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists the documents filed as part of the Annual Report, including financial statements and various exhibits, with no financial statement schedules filed - The report includes the company's financial statements and a list of exhibits filed with the SEC[470](index=470&type=chunk)[472](index=472&type=chunk) [Item 16. Form 10-K Summary](index=105&type=section&id=Item%2016.%20FORM%2010-K%20SUMMARY) This item is not applicable - A Form 10-K summary is not applicable[473](index=473&type=chunk)