Crown PropTech Acquisitions(CPTK) - 2023 Q4 - Annual Report

Corporate Governance - Crown has established an audit committee to oversee the integrity of financial statements and compliance with legal requirements [506]. - The compensation committee is responsible for evaluating the CEO's performance and approving compensation based on established goals [511]. - The company has adopted a Code of Business Conduct and Ethics applicable to all directors, officers, and employees [515]. - Directors owe fiduciary duties under Cayman Islands law, including acting in good faith and avoiding conflicts of interest [516]. Compensation and Conflicts of Interest - Crown's officers and directors are not required to commit full time to the company's affairs, which may lead to conflicts of interest [523]. - The compensation committee may retain independent advisers and is responsible for overseeing executive compensation policies [513]. - The compensation committee will only review and recommend compensation arrangements related to the initial business combination prior to its consummation [512]. - Crown PropTech Sponsor's officers and directors may have conflicts of interest in evaluating potential business combinations due to their ownership of shares and warrants [525]. Financial Transactions and Investments - Crown PropTech Sponsor transferred 690,000 Founder Shares to an Anchor Investor prior to the initial public offering [523]. - Mr. Chera and Mr. Siegel invested $2,271,000 and $230,000 in Crown PropTech Sponsor, holding interests in up to 348,000 Class B ordinary shares and 3,760,000 Private Placement Warrants [525]. - A Convertible Note with a principal amount of $1,500,000 was amended to $1,000,000, due on February 11, 2026, or upon consummation of a business combination [525]. - CIIG acquired 5,662,000 Class B ordinary shares and 250,667 Private Placement Warrants from Crown PropTech Sponsor [525]. - Mr. Minnick invested $20,514 and $1,203.21 to acquire 5,622,000 Class B ordinary shares and 250,667 Private Placement Warrants [525]. - All securities held by sponsors and directors would be worthless if a business combination is not consummated by March 11, 2026 [525]. Regulatory Compliance - There were no delinquent filers for Section 16(a) reporting during the year ended December 31, 2022 [514]. - Crown is classified as a smaller reporting company and is not required to provide certain market risk disclosures [478].