OCA.U / Omnichannel Acquisition Corp. Units, each consisting of one share of Class A common stock and one-ha - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Omnichannel Acquisition Corp. Units, each consisting of one share of Class A common stock and one-ha
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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Omnichannel Acquisition Corp. Units, each consisting of one share of Class A common stock and one-ha
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 14, 2023 SC 13G/A

OCA / Omnichannel Acquisition Corp / Vellar Opportunities Fund Master, Ltd. Passive Investment

SC 13G/A 1 cohenco-oca123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* OMNICHANNEL ACQUISITION CORP. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 68218L108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Sta

February 10, 2023 SC 13G/A

OCA / Omnichannel Acquisition Corp / Taconic Capital Advisors LP - TACONIC CAPITAL ADVISORS 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)* Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 68218L108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box t

June 13, 2022 15-12B

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

15-12B 1 ea161422-1512bomnichannel.htm FORM 15 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 Number: 001-39726 Omnichannel Acquis

June 1, 2022 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 13, 2022, pursuant to the provisions of Rule 12d2-2 (a).

May 19, 2022 8-K

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): May 18, 2022 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorporation) (Commiss

May 19, 2022 EX-99.1

Omnichannel Acquisition Corp. Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination

Exhibit 99.1 Omnichannel Acquisition Corp. Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination Millburn, New Jersey, May 18, 2022 ? Omnichannel Acquisition Corp. (the ?Company?) (NYSE: OCA, OCA.U, OCA.WS), a special purpose acquisition company, today announced that it will redeem all of its outstanding shares of Class A common stock (the ?public shares?), effectiv

May 16, 2022 10-Q

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 quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

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 quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OMNICHANNEL ACQUISITION CORP. (Exact name of registran

March 25, 2022 10-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? 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 001-39726 OMNICHANNEL ACQUISITION CO

February 14, 2022 SC 13G

OCA / Omnichannel Acquisition Corp / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 68218L108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 11, 2022 SC 13G

OCA / Omnichannel Acquisition Corp / Taconic Capital Advisors LP - TACONIC CAPITAL ADVISORS LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 68218L108 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 11, 2022 SC 13G/A

OCA / Omnichannel Acquisition Corp / Omnichannel Sponsor LLC - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 68218L 108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 11, 2022 SC 13G

OCA / Omnichannel Acquisition Corp / Weiss Asset Management LP Passive Investment

=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

February 4, 2022 SC 13G/A

OCA / Omnichannel Acquisition Corp / Kepos Capital LP - OMNICHANNEL ACQUISITION CORP. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 68218L108 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate

February 2, 2022 SC 13G

OCA / Omnichannel Acquisition Corp / Vellar Opportunities Fund Master, Ltd. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

January 27, 2022 8-K

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): January 27, 2022 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorporation) (Com

January 27, 2022 RW

January 27, 2022

January 27, 2022 VIA EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-6010 Attention: Sonia Bednarowski Re: Omnichannel Acquisition Corp. Registration Statement on Form S-4 File No. 333-258747 Dear Ms. Bednarowski: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the ?Securities Act?), Omnichannel A

January 26, 2022 EX-99.1

Kin Insurance, Inc. and Omnichannel Acquisition Corp. Mutually Agree to Terminate Business Combination Agreement

Exhibit 99.1 Kin Insurance, Inc. and Omnichannel Acquisition Corp. Mutually Agree to Terminate Business Combination Agreement Chicago ? January 26, 2022 ? Kin Insurance, Inc. (?Kin?), a leading direct-to-consumer homeowners insurance technology company, and Omnichannel Acquisition Corp. (NYSE: OCA) (?Omnichannel?), a publicly traded special purpose acquisition company, announced today that the com

January 26, 2022 EX-10.1

Termination Agreement, dated as of January 26, 2022, by and among Omnichannel Acquisition Corp., Omnichannel Merger Sub, LLC and Kin Insurance, Inc.

exhibit 10.1 TERMINATION OF BUSINESS COMBINATION AGREEMENT Termination of Business Combination Agreement, dated as of January 26, 2022 (this ?Termination Agreement?) among Omnichannel Acquisition Corp., a Delaware corporation (?Omnichannel?), Omnichannel Merger Sub, Inc., a Delaware corporation (?Merger Sub?), and Kin Insurance, Inc., a Delaware corporation (?Kin?). Capitalized terms used and not

January 26, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of 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): January 26, 2022 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorporation) (Com

January 25, 2022 425

2

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: January 25, 2022 The following is a transcript of an interview of Sean Harper, CEO of Kin Insurance, by Spencer Israel and Aaron Bry of Benz

January 20, 2022 SC 13G/A

OCA / Omnichannel Acquisition Corp / ICS OPPORTUNITIES, LTD. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) OMNICHANNEL ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 68218L108 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to

January 20, 2022 425

Kin Insurance Exceeds 2021 Goal for Total Managed Premium, Achieves 320% Year-Over-Year Growth

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: January 20, 2022 Kin Insurance Exceeds 2021 Goal for Total Managed Premium, Achieves 320% Year-Over-Year Growth CHICAGO, IL ? January 20, 20

January 18, 2022 8-K

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): January 18, 2022 (January 14, 2022) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of

January 18, 2022 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): January 18, 2022 (January 14, 202

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): January 18, 2022 (January 14, 2022) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of

January 18, 2022 EX-2.1

First Amendment to the Business Combination Agreement dated as of January 14, 2022.

Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT This FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this ?First Amendment?) is entered into as of January 14, 2022, by and among Omnichannel Acquisition Corp., a Delaware corporation (?SPAC?), Omnichannel Merger Sub, Inc., a Delaware corporation (?Merger Sub?), and Kin Insurance, Inc., a Delaware corporation (the ?Company? and, toge

January 18, 2022 EX-2.1

First Amendment to the Business Combination Agreement dated as of January 14, 2022.

Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT This FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this ?First Amendment?) is entered into as of January 14, 2022, by and among Omnichannel Acquisition Corp., a Delaware corporation (?SPAC?), Omnichannel Merger Sub, Inc., a Delaware corporation (?Merger Sub?), and Kin Insurance, Inc., a Delaware corporation (the ?Company? and, toge

January 11, 2022 425

Omnichannel Acquisition Corp. Announces Effectiveness of Registration Statement for Proposed Business Combination with Kin

425 1 ea153856-425omnichannelasq.htm OMNICHANNEL ACQUISITION CORP. ANNOUNCES EFFECTIVENESS OF REGISTRATION STATEMENT FOR PROPOSED BUSINESS COMBINATION WITH KIN Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File N

January 10, 2022 424B3

PROXY STATEMENT OF OMNICHANNEL ACQUISITION CORP. PROSPECTUS FOR 91,066,795 SHARES OF COMMON STOCK (INCLUDING SHARES OF COMMON STOCK UNDERLYING 5,268,816 WARRANTS) AND 5,268,816 WARRANTS OF OMNICHANNEL ACQUISITION CORP. (WHICH WILL BE RENAMED KIN HOLD

Filed Pursuant to Rule 424(b)(3) Registration No.: 333-258747 PROXY STATEMENT OF OMNICHANNEL ACQUISITION CORP. PROSPECTUS FOR 91,066,795 SHARES OF COMMON STOCK (INCLUDING SHARES OF COMMON STOCK UNDERLYING 5,268,816 WARRANTS) AND 5,268,816 WARRANTS OF OMNICHANNEL ACQUISITION CORP. (WHICH WILL BE RENAMED KIN HOLDINGS, INC.) The board of directors of Omnichannel Acquisition Corp., a Delaware corporat

January 6, 2022 S-4/A

As filed with United States Securities and Exchange Commission on January 5, 2022

As filed with United States Securities and Exchange Commission on January 5, 2022 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 3, 2022 S-4/A

As filed with United States Securities and Exchange Commission on January 3, 2022

As filed with United States Securities and Exchange Commission on January 3, 2022 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 28, 2021 RW WD

December 27, 2021

December 27, 2021 VIA EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-6010 Attention: Erin Purnell Re: Omnichannel Acquisition Corp. Registration Statement on Form S-4 File No. 333-258747 Dear Ms. Purnell: Omnichannel Acquisition Corp. (the “Company”) hereby requests that its request on Form RW, made on December 27,

December 28, 2021 S-4/A

As filed with United States Securities and Exchange Commission on December 28, 2021

As filed with United States Securities and Exchange Commission on December 28, 2021 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 27, 2021 RW

December 27, 2021

December 27, 2021 VIA EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-6010 Attention: Erin Purnell Re: Omnichannel Acquisition Corp. Registration Statement on Form S-4 File No. 333-258747 Dear Ms. Purnell: Omnichannel Acquisition Corp. (the ?Company?) hereby requests that its request, made on December 22, 2021, for

December 22, 2021 425

[End of transcript.]

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 21, 2021 TRANSCRIPT Podcast: The Pozcast with Adam Posner Episode: Sean Harper: Humanizing the Insurance Industry Date: December 18

December 21, 2021 EX-99.1

Form of Preliminary Proxy Card.

Exhibit 99.1 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet - QUICK ? ? ? EASY IMMEDIATE - 24 Hours a Day, 7 Days a Week or by Mail OMNICHANNEL ACQUISITION CORP. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet must be received by 11:59 p.m., Ea

December 21, 2021 EX-4.1

Specimen Common Stock Certificate.

Exhibit 4.1 CERTIFICATE NUMBER SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [] KIN HOLDINGS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of common stock, par value $0.0001 per share (the ?Common Stock?), of Kin Holdings, Inc., a Delaware corporation (the ?Company?), transferable on the books of

December 21, 2021 S-4/A

As filed with United States Securities and Exchange Commission on December 20, 2021

As filed with United States Securities and Exchange Commission on December 20, 2021 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 15, 2021 425

[End of article.]

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 15, 2021 ARTICLE InsurTech Kin acquires inactive carrier licensed in 43 states December 15, 2021 By Giovanna Bellotti Azevedo Kin I

December 15, 2021 425

Kin Insurance Completes Acquisition of Carrier with Licenses in 43 States Kin is now poised for rapid growth and expansion into new markets

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 15, 2021 Kin Insurance Completes Acquisition of Carrier with Licenses in 43 States Kin is now poised for rapid growth and expansion

December 15, 2021 425

[End of article.]

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 15, 2021 ARTICLE Kin ?proved its model works? through its high customer retention: CEO Harper December 15, 2021 By Giovanna Bellott

December 13, 2021 425

Filed by Omnichannel Acquisition Corp.

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 10, 2021 On December 10, 2021, Sean Harper, co-founder and Chief Executive Officer of Kin Insurance Inc. (?Kin?), sent the followin

December 9, 2021 425

Kin Insurance Surges to $11.3 Million in Total Managed Premium in November, Increasing 327% Year-to-Date

425 1 ea152073-425omnichannel.htm FORM 425 Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 9, 2021 PRESS RELEASE Title: Kin Insurance Surges to $11.3 Million in Total Managed Prem

December 9, 2021 425

SOCIAL MEDIA POSTS

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 9, 2021 SOCIAL MEDIA POSTS Sean Harper LinkedIn I’m excited to share our select preliminary operating results through November and

December 8, 2021 EX-99.6

Consent of Noni Ellison to be named as a director.

Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 8, 2021 EX-99.4

Consent of Stephen Caribou Honig to be named as a director.

Exhibit 99.4 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 8, 2021 S-4/A

As filed with United States Securities and Exchange Commission on December 7, 2021

As filed with United States Securities and Exchange Commission on December 7, 2021 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 8, 2021 EX-99.2

Consent of Sean Harper to be named as a director.

Exhibit 99.2 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 8, 2021 EX-99.3

Consent of Lucas Ward to be named as a director.

Exhibit 99.3 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 8, 2021 EX-99.7

Consent of Debra Brackeen to be named as a director.

Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 8, 2021 EX-99.5

Consent of Dan Rosen to be named as a director.

Exhibit 99.5 Consent to be Named as a Director In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendments a

December 7, 2021 425

[End of article.]

425 1 ea151823-425omnichannel.htm 425 Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 6, 2021 ARTICLE Title: This Fintech Company Could Have the Staying Power We've Been Waiting F

December 6, 2021 425

PART 1 OF 4 ENDS [00:12:04]

425 1 ea151753-425omnichannel.htm FORM 425 Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 3, 2021 TRANSCRIPT Host: We’re live. Hello, everyone. Welcome to AME Number 18. Today we

December 3, 2021 425

[End of transcript.]

425 1 ea151685-425omnichannel.htm FORM 425 Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: December 3, 2021 TRANSCRIPT Video: Benzinga Exclusive Discussion of Omnichannel Acquisition of Ki

December 3, 2021 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Amendment No. 1 ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OMNICHANNEL ACQUISITION CORP. (Exa

December 3, 2021 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 OR ? 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 001-39726 OMNICHANNEL

November 30, 2021 425

[End of transcript.]

425 1 ea151486-425omnichannel.htm FORM 425 Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 30, 2021 TRANSCRIPT Event: Podcast: Crazy Sh*t In Real Estate with Leigh Brown Date: Nov

November 24, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): November 24, 2021 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorporation) (Co

November 22, 2021 425

[End of transcript.]

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 22, 2021 TRANSCRIPT Panel Name: InsurTech: Transforming the Home Buying/Ownership Experience Event: JMP Securities Financial Servic

November 17, 2021 425

Interview with Sean Harper and Matt Higgins

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 17, 2021 Interview with Sean Harper and Matt Higgins Jarrett: Hello, and welcome to another IPO Edge Fireside Chat. We?ve got an ex

November 17, 2021 425

Interview with Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 17, 2021 Interview with Sean Harper Company Name: Kin Insurance, Inc. (KI) Event: Gearing up for the New Normal: A Best Ideas Confe

November 16, 2021 425

Interview with Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 16, 2021 Interview with Sean Harper S2E03 Sean Harper November 16, 2021 SPEAKERS BF (Bryan Falchuk), SH (Sean Harper) SH 00:00 It i

November 12, 2021 425

E-mail by Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 11, 2021 E-mail by Sean Harper We released some results publicly this morning. We announced our Q3 loss results, which showed a sig

November 12, 2021 425

Kin Insurance Co-Founder and CEO Sean Harper to Participate in the MKM Partners Best Ideas Conference

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 11, 2021 Kin Insurance Co-Founder and CEO Sean Harper to Participate in the MKM Partners Best Ideas Conference CHICAGO, IL ? Novemb

November 12, 2021 10-Q

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 quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT

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 quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OMNICHANNEL ACQUISITION CORP. (Exact name of regis

November 10, 2021 425

Kin Insurance Sees Growth Accelerate at the Start of Fourth Quarter 2021, While Adjusted Loss Ratio Improves

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 10, 2021 Kin Insurance Sees Growth Accelerate at the Start of Fourth Quarter 2021, While Adjusted Loss Ratio Improves ? October 202

November 10, 2021 425

Transcript of interview of Matt Higgins and Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: November 10, 2021 Transcript of interview of Matt Higgins and Sean Harper Nick Clayton: Hello and welcome to another SPACInsider podcast. I?

November 1, 2021 EX-10.13

Offer Letter, dated as of April 13, 2018, by and between Kin Insurance, Inc. and Josh Cohen.

Exhibit 10.13 KIN INSURANCE, INC. 4/13/18 Josh Cohen Dear Josh, We are very pleased to offer you a full-time position with Kin Insurance, Inc., a Delaware corporation (the ?Company?). Your title will be CFO. The terms of the offer are detailed below. Please be aware that this offer is contingent upon you returning a signed copy of this letter to the Company; your ability to provide appropriate pro

November 1, 2021 S-4/A

As filed with United States Securities and Exchange Commission on November 1, 2021

As filed with United States Securities and Exchange Commission on November 1, 2021 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 21, 2021 425

Transcript of interview of Matt Higgins and Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 21, 2021 Transcript of interview of Matt Higgins and Sean Harper Chris Katje: Oh, we got that [crosstalk 00:40:57] after the video.

October 20, 2021 425

Kin Insurance Continues Rapid Growth Trajectory in Third Quarter 2021

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 20, 2021 Kin Insurance Continues Rapid Growth Trajectory in Third Quarter 2021 ? Third Quarter 2021 Gross Written Premium increases

October 20, 2021 425

Email by Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 20, 2021 Email by Sean Harper Hi - We announced some exciting preliminary results for Q3 - growing GWP 534% over the same quarter la

October 13, 2021 425

Tweet by Kin Insurance, Inc.

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 13, 2021 Tweet by Kin Insurance, Inc. Our mission is to help homeowners prepare for every new normal ? especially those that climate

October 13, 2021 425

Email by Sean Harper

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 13, 2021 Email by Sean Harper Hi - we filed an updated S4 last week with Q2 financials, I hope you are well. Forward-Looking Stateme

October 7, 2021 EX-10.9

Form of Kin Insurance 2021 Employee Stock Purchase Plan (Included as Annex K hereto).

Exhibit 10.9 KIN INSURANCE INC. 2021 EMPLOYEE STOCK PURCHASE PLAN Article I. PURPOSE The purpose of this Plan is to assist Eligible Employees of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company. The Plan consists of two components: (i) the Section 423 Component and (ii) the Non-Section 423 Component. The Section 423 Component is intended to qualify

October 7, 2021 EX-10.4

Form of Lockup Agreement, dated July 19, 2021, by and among Omnichannel Acquisition Corp., Kin and certain of its stockholders, filed with the SEC on July 19, 2021.

Exhibit 10.4 LOCKUP AGREEMENT This Lockup Agreement is dated as of July 19, 2021 and is between Omnichannel Acquisition Corp., a Delaware corporation (the ?Company?) and each of the parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a ?Stockholder Party? for purpos

October 7, 2021 EX-10.12

Form of Subscribers’ Agreement, by and among Kin Interinsurance Network, Kin Risk Management, LLC and the subscriber party thereto.

Exhibit 10.12 KIN INTERINSURANCE NETWORK Summary of Subscriber?s Agreement and Power of Attorney Kin Interinsurance Network (?KIN?) is a reciprocal insurance exchange organized under the laws of Florida, existing for the benefit of its subscribers. As a reciprocal insurance exchange, KIN is an unincorporated association of subscribers operating through the contractual arrangements set forth in a S

October 7, 2021 EX-10.8

Form of Kin Insurance Inc. 2021 Omnibus Incentive Equity Plan (included as Annex J hereto).

Exhibit 10.8 kin insurance Inc. 2021 OMNIBUS INCENTIVE PLAN ARTICLE I. Purpose The Plan?s purpose is to enhance the Company?s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities and/or equity-linked compensatory opportunities. Capitalized terms used in the Plan a

October 7, 2021 EX-10.7

Amended and Restated Loan and Security Agreement, dated June 25, 2021, by and among Kin Insurance, Inc., Kin Risk Management, LLC, Kin MGA, LLC, the other borrowers party thereto, the guarantors party thereto, Guggenheim Life and Annuity Company, as agent, and the lenders party thereto.

Exhibit 10.7 [EXECUTION COPY] AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among KIN INSURANCE, INC., KIN RISK MANAGEMENT, LLC, KIN MGA, LLC, as Borrowers THE OTHER BORROWERS PARTY HERETO FROM TIME TO TIME, THE GUARANTORS PARTY HERETO FROM TIME TO TIME, GUGGENHEIM LIFE AND ANNUITY COMPANY, AS AGENT and THE LENDERS FROM TIME TO TIME PARTY HERETO Dated as of June 25, 2021 TABLE OF CONTENT

October 7, 2021 EX-10.11

Amended and Restated Attorney-in-Fact Agreement, dated as of July 1, 2021, by and between Kin Risk Management, LLC and Kin Interinsurance Network.

Exhibit 10.11 Amended and Restated AIF Agreement This Amended and Restated Attorney-in-Fact Agreement (this ?Agreement?) is made effective this 1st day of July, 2021 (the ?Effective Date?), by and between Kin Interinsurance Network, a Florida reciprocal insurance exchange (the ?KIN?), and Kin Risk Management, LLC, a Florida limited liability company (the ?Kin Risk Management?). The offices of Kin

October 7, 2021 S-4/A

As filed with United States Securities and Exchange Commission on October 6, 2021

As filed with United States Securities and Exchange Commission on October 6, 2021 Registration No: 333-258747 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 7, 2021 EX-10.10

Amended and Restated Agency Authorization and Appointment Agreement, dated July 1, 2021, by and between Kin Risk Management, LLC, as attorney-in-fact for Kin Interinsurance Network, and Kin Insurance Network Distributor, LLC.

Exhibit 10.10 AMENDED AND RESTATED AGENCY AUTHORIZATION AND APPOINTMENT AGREEMENT This Amended and Restated Agency Agreement (the ?Agreement?), effective as of July 1, 2021 (the ?Original Effective Date?), is by and between Kin Risk Management, LLC, a Florida limited liability company, as attorney-in-fact for Kin Interinsurance Network, a reciprocal insurance exchange organized under the laws of F

October 6, 2021 425

TWITTER POST OF MATT HIGGINS

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: October 6, 2021 TWITTER POST OF MATT HIGGINS Recent @McKinsey study notes that insurers with market-leading analytics capabilities have a 5-

October 5, 2021 425

TRANSCRIPT Insurance Coffee House Podcast: Maintaining a beginner’s mind with Sean Harper, Co-founder and CEO, Kin Insurance

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 5, 2021 TRANSCRIPT Insurance Coffee House Podcast: Maintaining a beginner?s mind with Sean Harper, Co-founder and CEO, Kin Insurance

September 30, 2021 425

Explanatory Note

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 29, 2021 Explanatory Note Omnichannel Acquisition Corp. is filing this slide #80 (the ?New Slide?) to replace the previously filed

September 24, 2021 425

E-mail from Sean Harper

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 24, 2021 E-mail from Sean Harper [Name] - We had a sell side analyst day on Wednesday and published a new presentation at investor

September 23, 2021 425

For Every New Normal Analyst Day This presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist interested parties in making their own evaluation with respect to the prop

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 22, 2021 For Every New Normal Analyst Day This presentation (together with oral statements made in connection herewith, the ?Prese

September 20, 2021 425

Tweet by Matt Higgins

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 20, 2021 Tweet by Matt Higgins $OCA biz comb. @kinsured?s data advantage enables co. to assess/price risk appropriately, even in t

September 13, 2021 425

E-mail by Matt Higgins

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 13, 2021 E-mail by Matt Higgins [Name], Thank you for your continuing interest in Kin and Omni. As we work through the transaction

September 10, 2021 425

Kin Insurance Grows Total Written Premium by 287% Year-Over-Year in Second Quarter 2021 Increases Pace of Growth While Improving Loss Ratio

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: September 10, 2021 Kin Insurance Grows Total Written Premium by 287% Year-Over-Year in Second Quarter 2021 Increases Pace of Growth While Im

August 27, 2021 425

Absolute Return Podcast #169: Leadership Chat: Kin CEO Sean Harper and Omnichannel Acquisition CEO Matt Higgins

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 27, 2021 Absolute Return Podcast #169: Leadership Chat: Kin CEO Sean Harper and Omnichannel Acquisition CEO Matt Higgins Welcome inve

August 24, 2021 425

1

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 23, 2021 Kin Insurance Bootstrapping in America Monday, August 23, 2021 CORPORATE PARTICIPANTS Tony Battista - Co-Host of tastytrade

August 17, 2021 425

2

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 16, 2021 Seeking Alpha Interview Transcription Monday, August 16, 2021 CORPORATE PARTICIPANTS Matt Higgins - Chief Executive Officer,

August 13, 2021 10-Q

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 quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO S

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 quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OMNICHANNEL ACQUISITION CORP. (Exact name of registrant

August 12, 2021 S-4

As filed with United States Securities and Exchange Commission on August 12, 2021

As filed with United States Securities and Exchange Commission on August 12, 2021 Registration No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 9, 2021 425

Reflections on Kin’s Journey: Investing with Kin-viction (Part 2)

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 6, 2021 Commerce Ventures Reflections on Kin?s Journey: Investing with Kin-viction (Part 2) In our last post, we discussed the origin

August 4, 2021 425

PART 1 OF 4 ENDS [00:17:04]

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: August 3, 2021 Chris Katje: All right, guys, super excited for our next guest. We welcome back to SPACs Attack, Matt Higgins, the Chairman a

August 2, 2021 SC 13G

OCA / Omnichannel Acquisition Corp / ICS OPPORTUNITIES, LTD. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 OMNICHANNEL ACQUISITION CORP. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 68218L108 (CUSIP Number) JULY 22, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pu

July 29, 2021 425

Page 1 of 16

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: July 29, 2021 Moderator: Two, one. We're live now. Thanks, everyone, for coming to RSPAC for our most newest AMA with Kin Insurance and Sean

July 29, 2021 425

2

Filed by Omnichannel Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: July 29, 2021 r/SPACs Posted by u/canadian2020 AMA Coordinator 3 days ago AMA#11 - Kin Insurance ($OCA) with Sean Harper and Matt Higgins 7/

July 20, 2021 425

Matt Higgins Post on LinkedIn

Filed by Omnichannel Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Omnichannel Acquisition Corp. Commission File No.: 001-39726 Date: July 19, 2021 Matt Higgins Post on LinkedIn Pleased to announce that NYSE: OCA has signed a business combination agreement with Kin Insuranc

July 19, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): July 19, 2021 (July [?], 2021) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incor

July 19, 2021 EX-10.4

Sponsor Agreement, dated as of July 19, 2021, by and among Omnichannel Sponsor, LLC, Omnichannel Acquisition Corp. and Kin Insurance, Inc.

Exhibit 10.4 EXECUTION VERSION July 19, 2021 Omnichannel Acquisition Corp. 485 Springfield Avenue #8 Summit, NJ 07901 Kin Insurance, Inc. 55 W. Monroe, Suite 2200 Chicago, IL 60603 Re: Sponsor Agreement Ladies and Gentlemen: This letter (this ?Sponsor Agreement?) is being delivered to you in accordance with that certain Business Combination Agreement, dated as of the date hereof (as amended, suppl

July 19, 2021 EX-10.4

Sponsor Agreement, dated as of July 19, 2021, by and among Omnichannel Sponsor, LLC, Omnichannel Acquisition Corp. and Kin Insurance, Inc.

EX-10.4 6 ea144349ex10-4omnichannel.htm SPONSOR AGREEMENT, DATED AS OF JULY 19, 2021, BY AND AMONG OMNICHANNEL SPONSOR, LLC, OMNICHANNEL ACQUISITION CORP. AND KIN INSURANCE, INC Exhibit 10.4 EXECUTION VERSION July 19, 2021 Omnichannel Acquisition Corp. 485 Springfield Avenue #8 Summit, NJ 07901 Kin Insurance, Inc. 55 W. Monroe, Suite 2200 Chicago, IL 60603 Re: Sponsor Agreement Ladies and Gentleme

July 19, 2021 EX-10.1

Form of Subscription Agreement.

Exhibit 10.1 EXECUTION VERSION SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on July 19, 2021, by and among Omnichannel Acquisition Corp., a Delaware corporation (the ?Company?), and the undersigned subscriber (?Subscriber?). WHEREAS, concurrently with the execution of this Subscription Agreement, the Company is entering into a Business Combinat

July 19, 2021 EX-10.7

Form of Amended and Restated SPAC Bylaws

EX-10.7 9 ea144349ex10-7omnichannel.htm FORM OF AMENDED AND RESTATED SPAC BYLAWS Exhibit 10.7 Amended and Restated Bylaws of Kin Insurance, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business t

July 19, 2021 EX-99.2

W e a r e For Every New Normal Disclaimer This presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist interested parties in making their own evaluation with respect to

Exhibit 99.2 W e a r e For Every New Normal Disclaimer This presentation (together with oral statements made in connection herewith, the ?Presentation?) is for informational purposes only to assist interested parties in making their own evaluation with respect to a potential financing in connection with the proposed business combination (the ?Business Combination?) between Omnichannel Acquisition

July 19, 2021 EX-99.2

W e a r e For Every New Normal Disclaimer This presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist interested parties in making their own evaluation with respect to

Exhibit 99.2 W e a r e For Every New Normal Disclaimer This presentation (together with oral statements made in connection herewith, the ?Presentation?) is for informational purposes only to assist interested parties in making their own evaluation with respect to a potential financing in connection with the proposed business combination (the ?Business Combination?) between Omnichannel Acquisition

July 19, 2021 EX-2.1

Business Combination Agreement, dated as of July 19, 2021, by and among Omnichannel Acquisition Corp., Omnichannel Merger Sub, Inc. and Kin Insurance, Inc.

Exhibit 2.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT BY AND AMONG OMNICHANNEL ACQUISITION CORP., Omnichannel Merger Sub, Inc., AND KIN INSURANCE, INC. DATED AS OF July 19, 2021 TABLE OF CONTENTS ARTICLE I CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 ARTICLE II MERGER 24 Section 2.1 The Merger; Effect on Capital Stock; Directors and Officers of SPAC and the Surviving Company 24 Section 2

July 19, 2021 EX-10.6

Form of Director Nomination Agreement

Exhibit 10.6 EXECUTION VERSION FORM OF DIRECTOR NOMINATION AGREEMENT THIS DIRECTOR NOMINATION AGREEMENT (this ?Agreement?) is made and entered into as of [], 2021 (the ?Effective Time?), by and between Kin Insurance, Inc. (formerly known as Omnichannel Acquisition Corp.), a Delaware corporation (the ?Company?), and Omnichannel Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?). Cap

July 19, 2021 EX-10.5

Form of Lockup Agreement

Exhibit 10.5 Final Form LOCKUP AGREEMENT This Lockup Agreement is dated as of July 19, 2021 and is between Omnichannel Acquisition Corp., a Delaware corporation (the ?Company?) and each of the parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a ?Stockholder Party?

July 19, 2021 EX-10.3

Support Agreement, dated as of July 19, 2021, by and among Omnichannel Acquisition Corp., Omnichannel Merger Sub, Inc. and certain of their respective stockholders.

Exhibit 10.3 Final Form FORM OF TRANSACTION SUPPORT AGREEMENT This Transaction Support Agreement (this ?Agreement?), dated as of July 19, 2021, is entered into by and among Omnichannel Acquisition Corp., a Delaware corporation (?Acquiror?), Omnichannel Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Acquiror (?Merger Sub?), and the stockholder of the Company (as defined bel

July 19, 2021 EX-10.5

Form of Lockup Agreement

Exhibit 10.5 Final Form LOCKUP AGREEMENT This Lockup Agreement is dated as of July 19, 2021 and is between Omnichannel Acquisition Corp., a Delaware corporation (the ?Company?) and each of the parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a ?Stockholder Party?

July 19, 2021 EX-99.1

KIN, THE ONLY PURE-PLAY DIRECT-TO- CONSUMER HOME INSURANCE TECHNOLOGY COMPANY, TO GO PUBLIC Kin Insurance, Inc. and Omnichannel Acquisition Corp. (NYSE: OCA) Enter Into Business Combination Agreement; Transaction Implies An Approximate $1.03 Billion

Exhibit 99.1 KIN, THE ONLY PURE-PLAY DIRECT-TO- CONSUMER HOME INSURANCE TECHNOLOGY COMPANY, TO GO PUBLIC Kin Insurance, Inc. and Omnichannel Acquisition Corp. (NYSE: OCA) Enter Into Business Combination Agreement; Transaction Implies An Approximate $1.03 Billion Combined Company Pro Forma Enterprise Value Kin Also Announces Plans for National Expansion; Signs Agreement to Acquire Inactive Insuranc

July 19, 2021 EX-10.8

Form of Second Amended and Restated SPAC Certificate of Incorporation

Exhibit 10.8 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KIN INSURANCE, INC. Kin Insurance, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: 1. The Corporation was incorporated under the name Omnichannel Acquisition Corp. by the filing of its original Certificate o

July 19, 2021 EX-10.2

Registration Rights Agreement, dated July 19, 2021, by and among Omnichannel Sponsor, LLC, Omnichannel Acquisition Corp. and certain of their respective stockholders.

Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this ?Agreement?) is entered into as of July 19, 2021 by and among: (i) Omnichannel Acquisition Corp., a Delaware corporation (?Omnichannel?); (ii) Omnichannel Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?); and (iii) the equityholders desig

July 19, 2021 EX-10.1

Form of Subscription Agreement.

Exhibit 10.1 EXECUTION VERSION SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into on July 19, 2021, by and among Omnichannel Acquisition Corp., a Delaware corporation (the ?Company?), and the undersigned subscriber (?Subscriber?). WHEREAS, concurrently with the execution of this Subscription Agreement, the Company is entering into a Business Combinat

July 19, 2021 EX-99.1

KIN, THE ONLY PURE-PLAY DIRECT-TO- CONSUMER HOME INSURANCE TECHNOLOGY COMPANY, TO GO PUBLIC Kin Insurance, Inc. and Omnichannel Acquisition Corp. (NYSE: OCA) Enter Into Business Combination Agreement; Transaction Implies An Approximate $1.03 Billion

Exhibit 99.1 KIN, THE ONLY PURE-PLAY DIRECT-TO- CONSUMER HOME INSURANCE TECHNOLOGY COMPANY, TO GO PUBLIC Kin Insurance, Inc. and Omnichannel Acquisition Corp. (NYSE: OCA) Enter Into Business Combination Agreement; Transaction Implies An Approximate $1.03 Billion Combined Company Pro Forma Enterprise Value Kin Also Announces Plans for National Expansion; Signs Agreement to Acquire Inactive Insuranc

July 19, 2021 EX-10.7

Form of Amended and Restated SPAC Bylaws

Exhibit 10.7 Amended and Restated Bylaws of Kin Insurance, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought before a Meeting 2 2.5 Notice of Nominations for Election to the Boa

July 19, 2021 EX-10.6

Form of Director Nomination Agreement

Exhibit 10.6 EXECUTION VERSION FORM OF DIRECTOR NOMINATION AGREEMENT THIS DIRECTOR NOMINATION AGREEMENT (this ?Agreement?) is made and entered into as of [], 2021 (the ?Effective Time?), by and between Kin Insurance, Inc. (formerly known as Omnichannel Acquisition Corp.), a Delaware corporation (the ?Company?), and Omnichannel Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?). Cap

July 19, 2021 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): July 19, 2021 (July [●], 2021) OM

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): July 19, 2021 (July [●], 2021) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incor

July 19, 2021 EX-10.2

Registration Rights Agreement, dated July 19, 2021, by and among Omnichannel Sponsor, LLC, Omnichannel Acquisition Corp. and certain of their respective stockholders.

Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this ?Agreement?) is entered into as of July 19, 2021 by and among: (i) Omnichannel Acquisition Corp., a Delaware corporation (?Omnichannel?); (ii) Omnichannel Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?); and (iii) the equityholders desig

July 19, 2021 EX-2.1

Business Combination Agreement, dated as of July 19, 2021, by and among Omnichannel Acquisition Corp., Omnichannel Merger Sub, Inc. and Kin Insurance, Inc.

Exhibit 2.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT BY AND AMONG OMNICHANNEL ACQUISITION CORP., Omnichannel Merger Sub, Inc., AND KIN INSURANCE, INC. DATED AS OF July 19, 2021 TABLE OF CONTENTS ARTICLE I CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 ARTICLE II MERGER 24 Section 2.1 The Merger; Effect on Capital Stock; Directors and Officers of SPAC and the Surviving Company 24 Section 2

July 19, 2021 EX-10.8

Form of Second Amended and Restated SPAC Certificate of Incorporation

Exhibit 10.8 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KIN INSURANCE, INC. Kin Insurance, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: 1. The Corporation was incorporated under the name Omnichannel Acquisition Corp. by the filing of its original Certificate o

July 19, 2021 EX-10.3

Support Agreement, dated as of July 19, 2021, by and among Omnichannel Acquisition Corp., Omnichannel Merger Sub, Inc. and certain of their respective stockholders.

Exhibit 10.3 Final Form FORM OF TRANSACTION SUPPORT AGREEMENT This Transaction Support Agreement (this ?Agreement?), dated as of July 19, 2021, is entered into by and among Omnichannel Acquisition Corp., a Delaware corporation (?Acquiror?), Omnichannel Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Acquiror (?Merger Sub?), and the stockholder of the Company (as defined bel

June 8, 2021 10-Q

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 quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

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 quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OMNICHANNEL ACQUISITION CORP. (Exact name of registran

June 4, 2021 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 OR ? 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 001-39726 OMNICHANNEL

June 1, 2021 EX-99.1

Omnichannel Acquisition Corp. Receives Anticipated Notice from New York Stock Exchange Regarding Pending Quarterly Report Filing

EX-99.1 2 ea142004ex99-1omnichan.htm PRESS RELEASE DATED JUNE 1, 2021 Exhibit 99.1 Omnichannel Acquisition Corp. Receives Anticipated Notice from New York Stock Exchange Regarding Pending Quarterly Report Filing New York, New York, June 1, 2021 – Omnichannel Acquisition Corp. (NYSE: OCA) (the “Company”) received written notification from The New York Stock Exchange (“NYSE”) on May 25, 2021 that, b

June 1, 2021 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Other Events, 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):June 1, 2021 (May 25, 2021) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorpora

May 21, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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 19, 2021 (May 21, 2021) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of incorpor

May 18, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER 001-39726 Washington, D.

March 31, 2021 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended December 31, 2020 OR ? 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 001-39726 OMNICHANNEL ACQUISITION CORP. (

March 31, 2021 EX-4.5

Description of Securities

Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 30, 2021, Omnichannel Acquisition Corp. has three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) our units; (2) our Class A common stock; and (3) our warrants. The following descri

February 16, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 16, 2021 SC 13G/A

Omnichannel Acquisition Corp

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 68218L207 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

February 16, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 68218L 108 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 4, 2021 SC 13G

Omnichannel Acquisition Corp.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Omnichannel Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 68218L207** (CUSIP Number) December 31, 2020 (Date of event which requires filing of this statement) Check the appropriate box to designate t

January 19, 2021 EX-99.1

Omnichannel Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing on January 12, 2021

EX-99.1 2 ea133560ex99-1amnicha.htm PRESS RELEASE, DATED JANUARY 12, 2021. Exhibit 99.1 Omnichannel Acquisition Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing on January 12, 2021 NEW YORK, January 12, 2021 – Omnichannel Acquisition Corp. (the “Company”) announced today that holders of the units sold in the Company’s initial public offering of 20,000,000 u

January 19, 2021 8-K

Financial Statements and Exhibits, Other Events - FORM 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): January 19, 2021 (January 12, 2021) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of

December 10, 2020 SC 13G

OCA / Omnichannel Acquisition Corp / GLAZER CAPITAL, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Omnichannel Acquisition Corp (Name of Issuer) Class A common stock (Title of Class of Securities) 68218L207 (CUSIP Number) November 30, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

December 1, 2020 8-K

Other Events, Financial Statements and Exhibits - CURRENT REPORT

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): December 1, 2020 (November 24, 2020) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction of

December 1, 2020 EX-99.2

Omnichannel Acquisition Corp. BALANCE SHEET

Exhibit 99.2 Omnichannel Acquisition Corp. BALANCE SHEET November 24, 2020 Pro Forma Adjustments As Adjusted (Unaudited) (Unaudited) Assets: Current assets: Cash $ 1,477,467 $ 6,500,000 (a) $ 1,477,467 130,000 (b) (130,000 )(c) (6,500,000 )(f) Prepaid expenses 671,392 - 671,392 Total current assets 2,148,859 - 2,148,859 Cash held in Trust Account 200,000,000 6,500,000 (f) 206,500,000 Total Assets

December 1, 2020 EX-99.3

Omnichannel Acquisition Corp. Announces Closing of Partial Exercise of Underwriters’ Over-Allotment Option in Connection with its Initial Public Offering

Exhibit 99.3 Omnichannel Acquisition Corp. Announces Closing of Partial Exercise of Underwriters’ Over-Allotment Option in Connection with its Initial Public Offering New York – November 30, 2020 – Omnichannel Acquisition Corp. (the “Company”) today announced the closing of the issuance of an additional 650,000 units pursuant to the partial exercise of the underwriters’ over-allotment option in co

December 1, 2020 EX-99.1

Omnichannel Acquisition Corp.

Exhibit 99.1 Omnichannel Acquisition Corp. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of November 24, 2020 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of Omnichannel Acquisition Corp. Opinion on the Financial Statement We have audited the accompanying balance sheet

November 25, 2020 8-K

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 - CURRENT REPORT

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): November 25, 2020 (November 19, 2020) OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39726 85-3113789 (State or other jurisdiction o

November 25, 2020 EX-99.2

Omnichannel Acquisition Corp. Announces Closing of $200 Million Initial Public Offering

Exhibit 99.2 Omnichannel Acquisition Corp. Announces Closing of $200 Million Initial Public Offering New York – November 24, 2020 – Omnichannel Acquisition Corp. (the “Company”) today announced that it has closed its initial public offering of 20,000,000 units. The units are listed on the New York Stock Exchange (the “NYSE”) and began trading under the ticker symbol “OCA.U” on November 20, 2020. E

November 25, 2020 EX-3.1

Amended and Restated Certificate of Incorporation (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 3.1 Amended AND RESTATED CERTIFICATE OF INCORPORATION OF OMNICHANNEL ACQUISITION CORP. November 19, 2020 Omnichannel 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 “Omnichannel Acquisition Corp.” The original certificate of incorporation was filed with the

November 25, 2020 EX-10.4

Private Placement Warrants Purchase Agreement, dated November 19, 2020, by and among the Company, Omnichannel Sponsor LLC and the other parties thereto (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 19, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Omnichannel Sponsor LLC, a Delaware limited liab

November 25, 2020 EX-99.1

Omnichannel Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering

Exhibit 99.1 Omnichannel Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering New York – November 19, 2020 – Omnichannel Acquisition Corp. (the “Company”) today announced the pricing of its initial public offering of 20,000,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Exchange (the “NYSE”) and trade under the ticker symbol “OCA.U” b

November 25, 2020 EX-10.1

Letter Agreement, dated November 19, 2020, by and among the Company, Omnichannel Sponsor LLC and each of the initial stockholders of the Company (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 10.1 November 19, 2020 Omnichannel Acquisition Corp. 485 Springfield Avenue #8 Summit, NJ 07901 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 Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Ci

November 25, 2020 EX-1.1

Underwriting Agreement, dated November 19, 2020, by and between the Company and Citigroup Global Markets Inc., as representative of the underwriters.

Exhibit 1.1 Omnichannel Acquisition Corp. 20,000,000 Units1 UNDERWRITING AGREEMENT New York, New York November 19, 2020 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 as Representative of the several underwriters listed in Schedule I hereto (the “Underwriters”) Ladies and Gentlemen: Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), proposes to issu

November 25, 2020 EX-10.3

Registration Rights Agreement, dated November 19, 2020, by and among the Company, Omnichannel Sponsor LLC and the other holders party thereto (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 19, 2020, is made and entered into by and among Omnichannel Acquisition Corp., a Delaware corporation (the “Company”) and Omnichannel Sponsor LLC, a Delaware limited liability company (the “Sponsor” and, together with any person or entity who hereafter becomes a party to this Agre

November 25, 2020 EX-10.5

Administrative Services Agreement, dated November 19, 2020, by and between the Company and Omnichannel Sponsor LLC.

Exhibit 10.5 OMNICHANNEL ACQUISITION CORP. 485 Springfield Avenue #8 Summit, NJ 07901 November 19, 2020 Omnichannel Sponsor LLC 485 Springfield Avenue #8 Summit, NJ 07901 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and among Omnichannel Acquisition Corp. (the “Company”) and Omnichannel Sponsor LLC (the “Sponsor”), dated as of the date her

November 25, 2020 EX-4.1

Warrant Agreement between Omnichannel and Continental Stock Transfer & Trust Company, dated as of November 19, 2020 (incorporated by reference to the corresponding exhibit to Omnichannel’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 4.1 WARRANT AGREEMENT OMNICHANNEL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 19, 2020, is by and between Omnichannel 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”).

November 25, 2020 EX-10.2

Investment Management Trust Agreement, dated November 19, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as trustee. (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-39726), filed with the SEC on November 25, 2020).

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 19, 2020 by and between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333

November 23, 2020 424B4

$200,000,000 Omnichannel Acquisition Corp. 20,000,000 Units

Filed Pursuant to Rule 424(b)(4) Registration No. 333-249686 PROSPECTUS $200,000,000 Omnichannel Acquisition Corp. 20,000,000 Units Omnichannel Acquisition Corp. is a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our initial

November 19, 2020 8-A12B

- REGISTRATION OF CERTAIN CLASSES OF SECURITIES

8-A12B 1 ea130194-8a12bomnichannel.htm REGISTRATION OF CERTAIN CLASSES OF SECURITIES 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 Omnichannel Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 85-3113789 (Stat

November 17, 2020 EX-10.7

Securities Subscription Agreement between the Registrant and Omnichannel Sponsor LLC.

Exhibit 10.7 Omnichannel Acquisition Corp. 485 Springfield Avenue #10 Summit, NJ 07901 September 30, 2020 Omnichannel Sponsor LLC 485 Springfield Avenue #10 Summit, NJ 07901 RE: Securities Subscription Agreement Ladies and Gentlemen: Omnichannel Acquisition Corp., a Delaware corporation (the “Company,” “we” or “us”), is pleased to accept the offer made by Omnichannel Sponsor LLC, a Delaware limite

November 17, 2020 EX-99.2

Form of Compensation Committee Charter.

Exhibit 99.2 OMNICHANNEL ACQUISITION CORP. COMPENSATION COMMITTEE CHARTER Effective November [], 2020 I. Purposes The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Omnichannel Acquisition Corp. (the “Company”) to: (A) assist the Board in overseeing the Company’s employee compensation policies and practices, including (i) determining and approving

November 17, 2020 EX-10.5

Form of Indemnity Agreement.

Exhibit 10.5 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (this “Agreement”) is made as of [], 2020, by and between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and [] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly held corporations as directors or officers or in other capacities unless they are provided with adequa

November 17, 2020 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 Omnichannel Acquisition Corp. 25,000,000 Units1 UNDERWRITING AGREEMENT New York, New York [●], 2020 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 as Representative of the several underwriters listed in Schedule I hereto (the “Underwriters”) Ladies and Gentlemen: Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), proposes to issue and se

November 17, 2020 EX-3.3

Bylaws of Omnichannel (incorporated by reference to Exhibit 3.3 to Amendment No. 1 to Omnichannel’s Registration Statement on Form S-l (File No. 333-249686), filed with the SEC on November 17, 2020).

Exhibit 3.3 BYLAWS OF OMNICHANNEL 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 De

November 17, 2020 EX-99.8

Consent of Priya Dogra.

Exhibit 99.8 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 EX-4.1

Specimen Unit Certificate (Incorporated by reference to the corresponding exhibit to Amendment No. 1 to the Company’s Registration Statement on Form S-l (File No. 333-249686), filed with the SEC on November 17, 2020).

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP OMNICHANNEL ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT 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 Class A common stock, par value $0.0001 per share (“Common Stock”), of Omn

November 17, 2020 EX-10.1

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

Exhibit 10.1 [], 2020 Omnichannel Acquisition Corp. 485 Springfield Avenue #8 Summit, NJ 07901 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 Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Citigroup G

November 17, 2020 EX-10.3

Form of Registration Rights Agreement among the Registrant, Omnichannel Sponsor LLC and the Holders signatory thereto.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2020, is made and entered into by and among Omnichannel Acquisition Corp., a Delaware corporation (the “Company”) and Omnichannel Sponsor LLC, a Delaware limited liability company (the “Sponsor” and, together with any person or entity who hereafter becomes a party to this Agreement pur

November 17, 2020 EX-4.4

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

Exhibit 4.4 WARRANT AGREEMENT OMNICHANNEL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of [], 2020, is by and between Omnichannel 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”). WHEREAS,

November 17, 2020 EX-99.4

Consent of Albert Carey.

Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 S-1/A

- AMENDMENT NO. 1 TO FORM S-1

As filed with the U.S. Securities and Exchange Commission on November 17, 2020. Registration No. 333-249686 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 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 6770 85-3113789 (State or other jurisdicti

November 17, 2020 EX-10.2

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

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2020 by and between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-249686 (

November 17, 2020 EX-99.3

Form of Nominating & Corporate Governance Committee Charter.

Exhibit 99.3 OMNICHANNEL ACQUISITION CORP. NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER Effective November [], 2020 I. Introduction The Nominating and Corporate Governance Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Omnichannel Acquisition Corp. (the “Company”) to: (i) identify and screen individuals qualified to serve as directors and recommend to

November 17, 2020 EX-10.4

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

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), and Omnichannel Sponsor LLC, a Delaware limited liability com

November 17, 2020 EX-10.6

Promissory Note issued to Omnichannel 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

November 17, 2020 EX-4.2

Specimen Class A common stock Certificate (Incorporated by reference to the corresponding exhibit to Amendment No. 1 to the Company’s Registration Statement on Form S-l (File No. 333-249686), filed with the SEC on November 17, 2020).

Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP OMNICHANNEL ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 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 Omnichannel Acquisition Corp., a Delaware corporation (the “Company”), tra

November 17, 2020 EX-3.2

Amended and Restated Certificate of Incorporation.

EXHIBIT 3.2 Amended AND RESTATED CERTIFICATE OF INCORPORATION OF OMNICHANNEL ACQUISITION CORP. [], 2020 Omnichannel 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 “Omnichannel Acquisition Corp.” The original certificate of incorporation was filed with the Secretar

November 17, 2020 EX-10.8

Form of Administrative Services Agreement between the Registrant and Omnichannel Sponsor LLC.

Exhibit 10.8 OMNICHANNEL ACQUISITION CORP. 485 Springfield Avenue #8 Summit, NJ 07901 [], 2020 Omnichannel Sponsor LLC 485 Springfield Avenue #8 Summit, NJ 07901 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and among Omnichannel Acquisition Corp. (the “Company”) and Omnichannel Sponsor LLC (the “Sponsor”), dated as of the date hereof, will

November 17, 2020 EX-3.1

Certificate of Incorporation.

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF OMNI CHANNEL ACQUISITION CORP. September 9, 2020 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 Omni Channel Acquisition Corp. (the “Corpo

November 17, 2020 EX-99.1

Form of Audit Committee Charter.

Exhibit 99.1 OMNICHANNEL ACQUISITION CORP. AUDIT COMMITTEE CHARTER Effective November [], 2020 I. Purposes The Audit Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Omnichannel Acquisition Corp. (the “Company”) to assist the Board in its oversight of the accounting and financial reporting processes of the Company and the Company’s compliance with legal and regul

November 17, 2020 EX-99.5

Consent of Bobbi Brown.

Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 EX-99.9

Consent of Vicky Free.

Exhibit 99.9 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 EX-14

Form of Code of Business Conduct and Ethics.

Exhibit 14 OMNICHANNEL ACQUISITION CORP. FORM OF CODE OF BUSINESS CONDUCT AND ETHICS Effective November [], 2020 I. Introduction The Board of Directors (the “Board”) of Omnichannel Acquisition Corp. has adopted this code of business conduct and ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees (to the e

November 17, 2020 EX-99.7

Consent of Emmett Shine.

Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 EX-99.6

Consent of Mark Gerson.

Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Omnichannel Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Omnichan

November 17, 2020 EX-4.3

Specimen Warrant Certificate (Incorporated by reference to the corresponding exhibit to Amendment No. 1 to the Company’s Registration Statement on Form S-l (File No. 333-249686), filed with the SEC on November 17, 2020).

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 OMNICHANNEL 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

October 27, 2020 S-1

Power of Attorney (included on signature page hereto).*

As filed with the U.S. Securities and Exchange Commission on October 27, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OMNICHANNEL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 6770 85-3113789 (State or other jurisdiction of incorporation or org

October 13, 2020 DRS

-

As confidentially submitted to the U.S. Securities and Exchange Commission on October 13, 2020. This draft registration statement has not been filed, publicly or otherwise, with the U.S. Securities and Exchange Commission and all information contained herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTR

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