Silver Spike Acquisition Corp.

The registered share count is the public float less an exact, disclosed redemption: up to 25,000,000 Class A ordinary shares sold under Form S-1 file 333-232734, less the 1,425 Class A ordinary shares redeemed on January 13, 2021 at the extraordinary general meeting held to amend Silver Spike's existing organizational documents. Only 1,425 shares left at that extension vote. Everything registered here is Silver Spike's own stock and public warrants converting at the Domestication, not consideration issued to WM Holding Company.

What is registered is the SPAC's own IPO stock converting, and the count records how little of it left: 25,000,000 Class A ordinary shares sold in the initial public offering, less the 1,425 shares redeemed on January 13, 2021 in connection with the extraordinary general meeting in lieu of annual general meeting held on a proposal to amend Silver Spike's existing organisational documents. A vote that carried a redemption right took 1,425 shares out of 25,000,000. The prices are the Nasdaq high-low averages on January 11, 2021, four months old by this filing.

The odd share count records a redemption that has already happened: the registered 24,998,575 shares are the 25,000,000 Class A ordinary shares sold in the initial public offering less the 1,425 shares redeemed on January 13, 2021 at the extraordinary general meeting held to amend Silver Spike's organizational documents. Only 1,425 of 25,000,000 shares left at that extension vote. Pricing for the fee uses the January 11, 2021 Nasdaq averages of $16.01 per Class A ordinary share and $4.89 per redeemable warrant.

The registered share count records how little was redeemed at the extension vote: it is up to 25,000,000 Class A ordinary shares sold in the initial public offering, less the 1,425 Class A ordinary shares redeemed on January 13, 2021 in connection with the extraordinary general meeting held to amend the existing organizational documents. The 12,500,000 redeemable warrants are each exercisable for one Class A share at $11.50. For fee purposes the shares are priced at $16.01 and the warrants at $4.89, on Nasdaq trading of January 11, 2021.

What is registered is the SPAC's own securities converting at the domestication, and the count records how the last vote went: 25,000,000 Class A ordinary shares sold in the initial public offering, less the 1,425 shares redeemed on January 13, 2021 at the extraordinary general meeting held to amend the organisational documents. The 12,500,000 warrants are each exercisable for one share at $11.50. Fee values are Nasdaq prices from January 11, 2021 — $16.01 per share and $4.89 per warrant — used solely to compute the $50,326.70 fee.

What changed: 8-K of WM Technology, Inc. Item 5.07 (submission of matters to a vote): the 2026 annual meeting convened June 24, 2026 without conducting business and reconvened July 16, 2026, with 133,406,607 shares present of 159,228,945 outstanding on the April 27, 2026 record date, about 84%. Proposal 1, to amend the certificate of incorporation to declassify the Board and provide for immediate annual election of all directors, was NOT approved on 84,306,299 for, 8,938,023 against, 357,101 abstentions and 39,805,184 broker non-votes. Why it matters: A governance amendment failed with more than nine votes in favour for every one against, so the constraint was the approval standard rather than opposition; the report states the outcome without stating the threshold, and none is inferred here. Say-on-pay passed 71,274,763 to 21,864,608, Macias Gini O'Connell LLP was ratified 110,850,271 to 22,400,272, and three Class II directors were elected with withheld votes between 19.2 and 28.0 million.

What changed: Item 8.01: on June 24, 2026 WM Technology, Inc. announced that its 2026 annual meeting of stockholders, held virtually that day, was convened and adjourned until July 16, 2026 at 10:00 a.m. Pacific Time without any business being conducted. The adjournment is to allow additional time for stockholders to vote on the proposal to amend the certificate of incorporation to declassify the board and provide for immediate annual election of all directors. The business for the reconvened meeting is unchanged and the record date continues to apply. Why it matters: Adjourning an annual meeting with no business conducted means the company did not have the votes for the declassification amendment, which typically requires a supermajority of outstanding shares rather than of votes cast - a threshold that fails on low turnout even without opposition. For a holder the substance is governance: declassifying the board would make every director stand annually, which increases accountability and lowers the structural defence against a change of control.