CCAI / Cascadia Acquisition Corp - Class A - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

US14739D2099 / Cascadia Acquisition Corp. / Radcliffe Capital Management, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 3) Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 14739D209 (CUSIP Number)

CCAI / Cascadia Acquisition Corp - Class A / Castle Creek Arbitrage, LLC - AMENDMENT NO. 2 Passive Investment

SC 13G/A 1 cascadia12248sc13ga2.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fili

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-40762 CASCADIA ACQUISITION CORP. (Exact name of registrant as specified in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 18, 2023 Cascadia Acquisit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 18, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commiss

Cascadia Acquisition Corp. Announces It Will Redeem Its Public Shares and Not Consummate an Initial Business Combination

EX-99.1 Exhibit 99.1 Cascadia Acquisition Corp. Announces It Will Redeem Its Public Shares and Not Consummate an Initial Business Combination SEATTLE, WA – August 24, 2023 – Cascadia Acquisition Corp. (Nasdaq: CCAI) (“Cascadia”), a blank-check company formed for the purpose of acquiring or merging with one or more businesses, today announced that it intends to dissolve and liquidate following the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 1

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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: 001-40762 CASCADIA ACQUI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 3, 2023 Cascadia Acquisition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 3, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 7, 2023 Cascadia Acquisitio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 7, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 7, 2023 Cascadia Acquisitio

425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 7, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commi

Cascadia Acquisition Corp. Announces Termination of Business Combination Agreement with RealWear

EX-99.1 Exhibit 99.1 Cascadia Acquisition Corp. Announces Termination of Business Combination Agreement with RealWear SEATTLE, WA – April 11, 2023 – Cascadia Acquisition Corp. (Nasdaq: CCAI) (“Cascadia”), a blank-check company formed for the purpose of acquiring or merging with one or more businesses, today announced that its previously announced business combination agreement with RealWear, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER 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 001-40762 CASCADIA ACQUISITION CORP. (Exact n

Description of Securities.*

EX-4.5 Exhibit 4.5 DESCRIPTION OF SECURITIES Cascadia Acquisition Corp. (“we,” “our,” “us” or the “Company”) has the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) units, each consisting of one share of Class A common stock, par value $0.0001 per share (the “Class A common stock” or “public shares”), an

Certificate of Amendment to the Amended and Restated Certificate of Incorporation dated February 27, 2023 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-40762) filed on February 28, 2023).

EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CASCADIA ACQUISITION CORP. Cascadia Acquisition Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is “Cascadia Acquisition

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 22, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commi

Filed by: Cascadia Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Companies: RealWear, Inc. Cascadia Acquisition Corp. (Commission File N

425 Filed by: Cascadia Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Companies: RealWear, Inc. Cascadia Acquisition Corp. (Commission File No.: 001-40762) RealWear 2023 ANNUAL SHAREHOLDER MEETING Thursday, February 16, 2023 1:00 – 2:30 PM (PT) FORWARD LOOKING STATEMENTS Forward-Looking

CASCADIA ACQUISITION CORP. ANNOUNCES POSTPONEMENT OF SPECIAL MEETING DATE

Exhibit 99.1 CASCADIA ACQUISITION CORP. ANNOUNCES POSTPONEMENT OF SPECIAL MEETING DATE SEATTLE, WA — Cascadia Acquisition Corp. (Nasdaq: CCAI) (“Cascadia”), a blank-check company formed for the purpose of acquiring or merging with one or more businesses, today announced that the special meeting of its stockholders (the “Special Meeting”) originally scheduled for Wednesday, February 15, 2023, is be

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 14, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commi

CCAI / Cascadia Acquisition Corp - Class A / Radcliffe Capital Management, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 14739D100 (CUSIP Number)

CCAI / Cascadia Acquisition Corp - Class A / Castle Creek Arbitrage, LLC - AMENDMENT NO. 1 Passive Investment

SC 13G/A 1 casca210230sc13ga1.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisi

425 1 d446163d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction

Sponsor Letter Agreement

Exhibit 10.1 SPONSOR LETTER AGREEMENT This Sponsor Letter Agreement (this “Sponsor Letter Agreement”) is dated as of February 5, 2023, by and among Cascadia Acquisition Corp., a Delaware corporation (“Cascadia”), the persons set forth on Schedule I to this Sponsor Letter Agreement (the “Support Parties”), and RealWear, Inc., a Washington corporation (the “Company”). Cascadia, the Support Parties a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement

Form of Transaction Support Agreement

Exhibit 10.2 TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is dated as of February 5, 2023, by and between Cascadia Acquisition Corp., a Delaware corporation (“Cascadia”), and the Persons set forth on Schedule A (each, a “Shareholder” and, collectively, the “Shareholders”). Each of Cascadia and the Shareholders are sometimes referred to herein individually as

RealWear, Inc. has entered into an agreement to become a publicly traded company via a business combination transaction with Cascadia Acquisition Corp.

Exhibit 99.2 RealWear, Inc. has entered into an agreement to become a publicly traded company via a business combination transaction with Cascadia Acquisition Corp. • RealWear’s platform empowers frontline professionals via a human-centric technology solution comprised of voice-driven and hands-free wearable computers, cameras, and accessories, as well as robust cloud and data service offerings •

This presentation is being provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Cascadia Acquisition Corp. ("CCAI") and Rea

Investor Presentation February 2023 Exhibit 99.1 This presentation is being provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Cascadia Acquisition Corp. ("CCAI") and RealWear, Inc. ("RealWear"), and related transactions and for no other purposes. This presentation does

Form of Lock-Up Agreement

Exhibit 10.3 LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”), dated as of February 5, 2023, is among Cascadia Acquisition Corp., a Delaware corporation (the “Company”), and the other parties hereto identified as a “Holder” on the signature pages and Schedule A hereto (each, a “Holder” and collectively, the “Holders”). RECITALS WHEREAS, the Company, CAC MergerSub, Inc., a Washington cor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commis

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commis

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 5, 2023 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commis

Business Combination Agreement, dated as of February 5, 2023, by and among Cascadia Acquisition Corp., CAC MergerSub, Inc., and RealWear, Inc.

Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND AMONG CASCADIA ACQUISITION CORP., CAC MERGERSUB, INC. AND REALWEAR, INC. DATED AS OF FEBRUARY 5, 2023 TABLE OF CONTENTS PAGE Article 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 Article 2 MERGER 21 Section 2.1 The Merger; Effects of the Merger 21 Section 2.2 Closing of the Transactions 23 Section 2.3 Pre-Closing Deliveries 23 Section 2.4 Trans

US14739D2099 / Cascadia Acquisition Corp. / Linden Capital L.P. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D209 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 ny20005939x2def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential for Use of the Commission Only (a

January 26, 2023

CORRESP 1 filename1.htm January 26, 2023 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Joseph Ambrogi and Maryse Mills-Apenteng, Division of Corporation Finance, Office of Real Estate & Construction Re: Cascadia Acquisition Corp. Preliminary Proxy Statement on Schedule 14A Filed January 20, 2023 File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))  ☐ Defini

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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: 001-40762 CASCADIA A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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: 001-40762 CASCADIA ACQUIS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 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: 001-40762 CASCADIA ACQUI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2021 ? 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 001-40762 CASCADIA ACQUISI

Description of Securities.*

Exhibit 4.5 DESCRIPTION OF SECURITIES Cascadia Acquisition Corp. (?we,? ?our,? ?us? or the ?Company?) has the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) units, each consisting of one share of Class A common stock, par value $0.0001 per share (the ?Class A common stock? or ?public shares?), and one-h

CCAI / Cascadia Acquisition Corp - Class A / Cascadia Acquisition Sponsor LLC - SC 13G Passive Investment

SC 13G 1 d266849dsc13g.htm SC 13G SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

AGREEMENT OF JOINT FILING

EX-99.1 2 d266849dex991.htm EX-1 Exhibit 1 AGREEMENT OF JOINT FILING This joint filing agreement (this “Agreement”) is made and entered into as of this 17th day of February 2022, by and among Cascadia Acquisition Sponsor LLC, Michael Butler and Jamie Boyd. The parties to this Agreement hereby acknowledge and agree that the foregoing statement on Schedule 13G in respect of Class A Common Stock of C

CCAI / Cascadia Acquisition Corp - Class A / Radcliffe Capital Management, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 14739D100 (CUSIP Number)

CCAI / Cascadia Acquisition Corp - Class A / Castle Creek Arbitrage, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to de

CCAIU / Cascadia Acquisition Corp. Unit / Polar Asset Management Partners Inc. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock (Title of Class of Securities) 14739D100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

US14739D2099 / Cascadia Acquisition Corp. / Linden Capital L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D209 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d

US14739D2099 / Cascadia Acquisition Corp. / Atalaya Capital Management LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 14739D209** (CUSIP Number) October 1, 2021*** (Date of Event which Requires Filing of this Statement) Check the appropriate box t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ? 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: 001-40762 CASCADIA A

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 15, 2021 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction of incorporation) (Commis

Cascadia Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing October 18, 2021

EX-99.1 2 d289569dex991.htm EX-99.1 Exhibit 99.1 Cascadia Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing October 18, 2021 Seattle, WA, October 15, 2021 — Cascadia Acquisition Corp. (Nasdaq: CCAI, the “Company”) announced today that, commencing on October 18, 2021, holders of the units sold in the Company’s initial public offering may elect to

CCAIU / Cascadia Acquisition Corp. Unit / Linden Capital L.P. - SC 13G Passive Investment

SC 13G 1 d224502dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cascadia Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 14739D209 (CUSIP Number) August 30, 2021 (Date of Event which Requires Filing of this Statement)

JOINT FILING AGREEMENT

EX-99.A 2 d224502dex99a.htm EX-99.A Page 10 of 10 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Cascadia Acquisition Corp. dated as of August 30, 2021 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the pr

Financial Statements and Exhibits, Other Events

8-K 1 d252546d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 30, 2021 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or other jurisdiction o

CASCADIA ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4

Exhibit 99.1 CASCADIA ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors and Stockholders Cascadia Acquisition Corp. Opinion on the financial statement We have audited the accompanying balance sheet of Cascadia Ac

CCAIU / Cascadia Acquisition Corp. Unit / K2 PRINCIPAL FUND, L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Amendment No. 1 (Rule 13d-102) Under the Securities Exchange Act of 1934 Cascadia Acquisition Corp. (Name of Issuer) Class A Common Shares (Title of Class of Securities) 14739D209 ** (CUSIP Number) August 27, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

Registration Rights Agreement, dated August 25, 2021, by and between the Company, the Sponsor and the holders signatory thereto.

EX-10.3 7 d226645dex103.htm EX-10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 25, 2021, is made and entered into by and among Cascadia Acquisition Corp., a Delaware corporation (the “Company”), Cascadia Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”), the qualified institutional buyers or insti

Underwriting Agreement, dated August 25, 2021, by and between the Company and Cantor Fitzgerald & Co.

EX-1.1 2 d226645dex11.htm EX-1.1 Exhibit 1.1 UNDERWRITING AGREEMENT between CASCADIA ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: August 25, 2021 Cascadia Acquisition Corp. UNDERWRITING AGREEMENT New York, New York August 25, 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The under

Warrant Agreement, dated August 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent.

EX-4.1 4 d226645dex41.htm EX-4.1 Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 25, 2021, is by and between Cascadia Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent

Investment Management Trust Agreement, dated August 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee.

EX-10.2 6 d226645dex102.htm EX-10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 25, 2021, by and between Cascadia Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration sta

Cascadia Acquisition Corp. Announces Pricing of $150 Million Initial Public Offering

Exhibit 99.1 Cascadia Acquisition Corp. Announces Pricing of $150 Million Initial Public Offering Seattle, WA, August 25, 2021 ? Cascadia Acquisition Corp. (Nasdaq: CCAI, the ?Company?) announced today that it priced its initial public offering of 15,000,000 units at a price to the public of $10.00 per unit. The units are expected to commence trading on August 26, 2021 on the Nasdaq Global Market

Private Placement Warrants Purchase Agreement, dated August 25, 2021, by and between the Company and the Sponsor.

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of August 25, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), and Cascadia Acquisition Sponsor LLC, a Delaware limited

Services Agreement, dated August 25, 2021, by and between the Company and Cascadia Capital holdings, LLC.

EX-10.5 9 d226645dex105.htm EX-10.5 Exhibit 10.5 CASCADIA ACQUISITION CORP. 1000 2nd Avenue, Suite 1200 Seattle, WA 98104 August 25, 2021 Cascadia Capital Holdings, LLC 1000 2nd Avenue, Suite 1200 Seattle, WA 98104 Re: Support Agreement Ladies and Gentlemen: 1. This letter agreement by and between Cascadia Acquisition Corp. (the “Company”) and Cascadia Capital Holdings, LLC (“Cascadia Holdings”),

CCAIU / Cascadia Acquisition Corp. Unit / K2 PRINCIPAL FUND, L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 Cascadia Acquisition Corp. (Name of Issuer) Class A Common Shares (Title of Class of Securities) 14739D209 ** (CUSIP Number) August 26, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

Cascadia Acquisition Corp. Announces Closing of $150 Million Initial Public Offering

EX-99.2 11 d226645dex992.htm EX-99.2 Exhibit 99.2 Cascadia Acquisition Corp. Announces Closing of $150 Million Initial Public Offering Seattle, WA, August 30, 2021 — Cascadia Acquisition Corp. (Nasdaq: CCAI, the “Company”) announced today that it closed its initial public offering of 15,000,000 units at a price to the public of $10.00 per unit. This resulted in gross proceeds for the Company of $1

Amended and Restated Certificate of Incorporation.

EX-3.1 3 d226645dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CASCADIA ACQUISITION CORP. August 25, 2021 Cascadia Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Cascadia Acquisition Corp.” The original certificate of incorporat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 d226645d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 31, 2021 (August 25, 2021) Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40762 86-2105250 (State or ot

Letter Agreement, dated August 25, 2021, by and among the Company, its officers and directors and the Sponsor, Cascadia Acquisition Sponsor LLC.

Exhibit 10.1 August 25, 2021 Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), and

$150,000,000 Cascadia Acquisition Corp. 15,000,000 Units

424B4 1 d109966d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-258515 PROSPECTUS $150,000,000 Cascadia Acquisition Corp. 15,000,000 Units Cascadia Acquisition Corp. is a blank check company incorporated as a Delaware company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar bus

CCAIU / Cascadia Acquisition Corp. Unit / Radcliffe Capital Management, L.P. - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Cascadia Acquisition Corp. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 14739D209** (CUSIP Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Cascadia Acquisition Corp. (Exact Name of Reg

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Cascadia Acquisition Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2105250 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 1000 2nd Avenue

Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 120 Seattle, Washington 98104

Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 120 Seattle, Washington 98104 August 20, 2021 VIA EDGAR SUBMISSION United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: David Gessert Celeste Murphy Re: REQUEST FOR ACCELERATION OF EFFECTIVENESS Cascadia Acquisition Corp. Registration Statement on Form S-1 File No. 333-258

[signature page follows]

August 20, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Filed with the U.S. Securities and Exchange Commission on August 18, 2021 under the Securities Act of 1933, as amended.

S-1/A Table of Contents Filed with the U.S. Securities and Exchange Commission on August 18, 2021 under the Securities Act of 1933, as amended. Registration No. 333-258515 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cascadia Acquisition Corp. (Exact name of registrant as specified in its

Promissory Note dated February 16, 2021 issued to Cascadia Acquisition Sponsor LLC.

Exhibit 10.6 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

Consent of Arun Venkatadri.

EX-99.3 23 d109966dex993.htm EX-99.3 Exhibit 99.3 CONSENT TO BE NAMED AS A DIRECTOR Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to (i) being named in the Registration Statement on Form S-1, together with any and all amendments or supplements thereto (the “Registration Statement”), of Cascadia Acquisition Corp., a Delaware corporation (the “Company”), as a pe

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in

Specimen Warrant Certificate.

Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CASCADIA ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered hol

Form of Amended and Restated Certificate of Incorporation.

Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CASCADIA ACQUISITION CORP. [?], 2021 Cascadia Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Cascadia Acquisition Corp.? The original certificate of incorporation of the Corporation was filed with t

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

EX-10.2 12 d109966dex102.htm EX-10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Cascadia Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statemen

Securities Subscription Agreement between the Registrant and Cascadia Acquisition Sponsor, LLC.

Exhibit 10.7 Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 February 16, 2021 Cascadia Acquisition Sponsor LLC 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on February 16, 2021 by and between Cascadia Acquisition Sponsor LLC, a Delaware limited lia

Consent of Edgar Lee.

Exhibit 99.1 CONSENT TO BE NAMED AS A DIRECTOR Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to (i) being named in the Registration Statement on Form S-1, together with any and all amendments or supplements thereto (the ?Registration Statement?), of Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), as a person who has agreed to serve as a dir

Power of Attorney (included on signature page to the initial filing of this Registration Statement).*

Table of Contents Filed with the U.S. Securities and Exchange Commission on August 5, 2021 under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cascadia Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-21052

Form of Indemnity Agreement.

Exhibit 10.5 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021, by and between Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), and [?] (?Indemnitee?). RECITALS WHEREAS, the board of directors of the Company (the ?Board?) has determined that it is reasonable, prudent and necessary for the Company contractually to obligate itself to i

Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 (Registration No. 333-258515) filed on August 5, 2021).

Exhibit 3.2 BYLAWS OF CASCADIA ACQUISITION CORP. (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registered agent in Delaw

Specimen Unit Certificate.

EX-4.1 6 d109966dex41.htm EX-4.1 Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP CASCADIA ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one share of Cla

Form of Underwriting Agreement.

Exhibit 1.1 UNDERWRITING AGREEMENT between CASCADIA ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: [ ], 2021 Cascadia Acquisition Corp. UNDERWRITING AGREEMENT New York, New York [ ], 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Cascadia Acquisition Corp., a Delawar

Form of Investment Agreement among the Registrant, Cascadia Acquisition Sponsor, LLC and the Anchor Investors.

Exhibit 10.9 INVESTMENT AGREEMENT THIS INVESTMENT AGREEMENT (this ?Agreement?), dated as of , 2021, is by and among (i) CASCADIA ACQUISITION CORP., a Delaware corporation (the ?SPAC?), (ii) CASCADIA ACQUISITION SPONSOR LLC, a Delaware limited liability company (the ?Sponsor?), and (iii) the investor(s) listed on the signature page(s) hereto (?Investor?). This Agreement may be executed by an invest

Certificate of Incorporation.

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CASCADIA ACQUISITION CORP. February 16, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the ?Certificate?), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Cascadia Acquisition Corp. (the ?Corporation?)

Specimen Class A Common Stock Certificate.

EX-4.2 7 d109966dex42.htm EX-4.2 Exhibit 4.2 NUMBER C- SHARES CUSIP SEE REVERSE FOR CERTAIN DEFINITIONS CASCADIA ACQUISITION CORP. CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), of Cascadia Acquisition Corp., a Delaware corporation (the “Company”), transferable on the books of

Form of Private Placement Warrants Purchase Agreement between the Registrant and Cascadia Acquisition Sponsor LLC.

EX-10.4 14 d109966dex104.htm EX-10.4 Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [●], 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Cascadia Acquisition Corp., a Delaware corporation (the “Company”), and Cascadia Acquisition S

August 5, 2021

CORRESP 1 filename1.htm August 5, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Offices of Life Sciences 100 F Street, NE Mail Stop 4561 Washington, DC 20549 Attention: David Gessert Celeste Murphy Re: Cascadia Acquisition Corp. Draft Registration Statement on Form S-1 Submitted March 17, 2021 CIK No. 0001846968 Ladies and Gentlemen: Cascadia Acqui

Form of Registration Rights Agreement among the Registrant, Cascadia Acquisition Sponsor LLC and the holders signatory thereto.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), Cascadia Acquisition Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), the qualified institutional buyers or institutional accredited investors listed under

Consent of Scott Prince.

Exhibit 99.2 CONSENT TO BE NAMED AS A DIRECTOR Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to (i) being named in the Registration Statement on Form S-1, together with any and all amendments or supplements thereto (the ?Registration Statement?), of Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), as a person who has agreed to serve as a dir

Form of Services Agreement between the Registrant and Cascadia Capital Holdings, LLC.

EX-10.8 18 d109966dex108.htm EX-10.8 Exhibit 10.8 CASCADIA ACQUISITION CORP. 1000 2nd Avenue, Suite 1200 Seattle, WA 98104 [●], 2021 Cascadia Capital Holdings, LLC 1000 2nd Avenue, Suite 1200 Seattle, WA 98104 Re: Support Agreement Ladies and Gentlemen: 1. This letter agreement by and between Cascadia Acquisition Corp. (the “Company”) and Cascadia Capital Holdings, LLC (“Cascadia Capital”), dated

Form of Letter Agreement among the Registrant, Cascadia Acquisition Sponsor LLC and each of the executive officers and directors of the Registrant.

Exhibit 10.1 , 2021 Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Cascadia Acquisition Corp., a Delaware corporation (the ?Company?), and Cantor F

This is a confidential draft submission to the U.S. Securities and Exchange Commission on March 17, 2021. This confidential Amendment No. 1 to the draft registration statement has not been filed under the Securities Act of 1933, as amended, and all i

Table of Contents This is a confidential draft submission to the U.S. Securities and Exchange Commission on March 17, 2021. This confidential Amendment No. 1 to the draft registration statement has not been filed under the Securities Act of 1933, as amended, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington,

CERTIFICATE OF INCORPORATION CASCADIA ACQUISITION CORP. February 16, 2021

EX-3.1 2 filename2.htm Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CASCADIA ACQUISITION CORP. February 16, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Cascadia Acquisition Co

PROMISSORY NOTE Principal Amount: Up to $300,000 Dated as of February 16, 2021 Seattle, Washington

EX-10.6 4 filename4.htm Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND S

BYLAWS CASCADIA ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I

EX-3.3 3 filename3.htm Exhibit 3.3 BYLAWS OF CASCADIA ACQUISITION CORP. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s re

Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104

EX-10.7 5 filename5.htm Exhibit 10.7 Cascadia Acquisition Corp. 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 February 16, 2021 Cascadia Acquisition Sponsor LLC 1000 2nd Avenue, Suite 1200 Seattle, Washington 98104 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on February 16, 2021 by and between Cascadia Acquisition Sponsor LLC

This is a confidential draft submission to the U.S. Securities and Exchange Commission on March 4, 2021 and is not being filed under the Securities Act of 1933, as amended.

DRS 1 filename1.htm Table of Contents This is a confidential draft submission to the U.S. Securities and Exchange Commission on March 4, 2021 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Cascadia Acquisition Corp. (Ex