MACC.U / Mission Advancement Corp. Units, each consisting of one share of Class A and one-third - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-40127 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified

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 December 27, 2022, pursuant to the provisions of Rule 12d2-2 (a).

The First State

Exhibit 3.1 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF ?MISSION ADVANCEMENT CORP.?, FILED IN THIS OFFICE ON THE SIXTH DAY OF DECEMBER, A.D. 2022, AT 12:22 O`CLOCK P.M. /s/ Jeffrey W. Bullock Jeffrey W. Bullock, Secretary of State 4530274 8100 Authentication

AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT

Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this ?Amendment Agreement?), dated as of December 7, 2022, is made by and between Mission Advancement Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the parties hereto are parties to

Mission Advancement Corp. Amends Charter to Unwind Before Year-End and Announces December 7, 2022 as Amended Termination Date and Announces Key Dates in Connection with the Liquidation

Exhibit 99.1 Mission Advancement Corp. Amends Charter to Unwind Before Year-End and Announces December 7, 2022 as Amended Termination Date and Announces Key Dates in Connection with the Liquidation Phoenix, AZ, December 7, 2022 ? On December 6, 2022, the stockholders of Mission Advancement Corp. (the ?Company?) approved an amendment to the Company?s amended and restated certificate of incorporatio

Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Entry into a Material Definitive Agreement, Submission of Matters to a Vote of Security Holders, 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): December 6, 2022 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commiss

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): November 29, 2022 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 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: 001-40127 MISSI

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 26, 2022 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

MACC / Mission Advancement Corp. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Mission Advancement Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 60501L101 (CUSIP Number) August 2, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 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: 001-40127 MISSION AD

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40127 MISSION ADVA

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40127 MISSION ADVANCEME

Description of Registered Securities.*

Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2021, Mission Advancement Corp. (?we,? ?our,? ?us? or the ?Company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its units, consisting

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-K For the Transition Pe

MACC / Mission Advancement Corp. / Mission Advancement Sponsor LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Mission Advancement Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 60501L 101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of Class A common stock, $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ? 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 TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Mission Advancement Co

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): December 20, 2021 (December 17, 2021) MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of in

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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, 2021 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commiss

PROMISSORY NOTE

Exhibit 99.1 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

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Mission Advancement Corp. (Exact name of r

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Mission Advancement Corp. (Exact name of regist

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Mission Advancement Corp. (Exact name of regist

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): April 21, 2021 MISSION ADVANCEMENT CORP. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commissio

Mission Advancement Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing April 23, 2021

Exhibit 99.1 Mission Advancement Corp. Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing April 23, 2021 Phoenix, AZ, April 21, 2021 (GLOBE NEWSWIRE) ? Mission Advancement Corp. (NYSE: MACC.U, the ?Company?) announced today that, commencing on April 23, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade shares of

MISSION ADVANCEMENT CORP. INDEX TO FINANCIAL STATEMENT

Exhibit 99.1 MISSION ADVANCEMENT CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 5, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Mission Advancement Corp. Opinion on the Financial Statement We have audited the accompany

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): March 5, 2021 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporation) (Commission

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 2, 2021 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorp

Investment Management Trust Agreement, dated March 2, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of March 2, 2021, by and between Mission Advancement 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. 333-252918

Mission Advancement Corp. Announces Closing of Upsized $345,000,000 Initial Public Offering

Exhibit 99.2 Mission Advancement Corp. Announces Closing of Upsized $345,000,000 Initial Public Offering PHOENIX, AZ ? March 5, 2021 ? Mission Advancement Corp. (the ?Company? or ?MAC?) today announced that it closed its upsized initial public offering (?IPO?) of 34,500,000 units at $10.00 per unit, including 4,500,000 units issued pursuant to an exercise by the underwriters of their over-allotmen

Letter Agreement, dated March 2, 2021, by and among the Company, its officers, its directors and the Sponsor.

Exhibit 10.1 March 2, 2021 Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 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 Mission Advancement Corp., a Delaware corporation (the ?Company?), and Cantor Fit

Underwriting Agreement, dated March 2, 2021, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters.

Exhibit 1.1 UNDERWRITING AGREEMENT between Mission Advancement Corp. and CANTOR FITZGERALD & CO. Dated: March 2, 2021 Mission Advancement Corp. UNDERWRITING AGREEMENT New York, New York March 2, 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Mission Advancement Corp., a De

Administrative Support Agreement, dated March 2, 2021, by and between the Company and the Sponsor.

Exhibit 10.5 Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 March 2, 2021 Mission Advancement Sponsor LLC 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Mission Advancement Corp. (the ?Company?) and Mission Advancement Sponsor LLC (?Provider?), dated as of the date hereof, will

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): March 8, 2021 (March 2, 2021) Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 001-40127 86-1254144 (State or other jurisdiction of incorporat

Warrant Agreement dated March 2, 2021 between Continental Stock Transfer & Trust Company and the Company. (1)

Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of March 2, 2021, is by and between Mission Advancement Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged

Registration Rights Agreement, dated March 2, 2021, by and among the Company, the Sponsor and certain security holders.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of March 2, 2021, is made and entered into by and among Mission Advancement Corp., a Delaware corporation (the ?Company?), Mission Advancement Sponsor LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signature page hereto under ?Holders? (eac

Private Placement Warrant Purchase Agreement, dated March 2, 2021, by and between the Company and the Sponsor.

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of March 2, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between Mission Advancement Corp., a Delaware corporation (the ?Company?), and Mission Advancement Sponsor LLC, a Delaware limited liab

Mission Advancement Corp. Announces Pricing of Upsized $300,000,000 Initial Public Offering

Exhibit 99.1 Mission Advancement Corp. Announces Pricing of Upsized $300,000,000 Initial Public Offering PHOENIX, AZ ? March 2, 2021 ? Mission Advancement Corp. (the ?Company? or ?MAC?) today announced the pricing of its initial public offering ("IPO") of 30,000,000 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

Amended and Restated Certificate of Incorporation.(1)

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISSION ADVANCEMENT CORP. March 2, 2021 Mission Advancement 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 ?Mission Advancement Corp.? The original certificate of incorporation was filed with the Secretary of St

$300,000,000 Mission Advancement Corp. 30,000,000 Units

PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-252918 and 333-253809 $300,000,000 Mission Advancement Corp. 30,000,000 Units Mission Advancement 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

- REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on March 2, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1254144 (State or Other Jurisdiction of Incorporation or Organizatio

- FOR 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 Mission Advancement Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-1254144 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 2525 E Camelback

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February 25, 2021 VIA EDGAR U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549-4561 Re: Mission Advancement Corp. Registration Statement on Form S-1 File No. 333-252918 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the ?Act?), the undersigned hereby joins in the request of Mission Advancement

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Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 February 25, 2021 VIA EDGAR U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549-4561 Re: Mission Advancement Corp. Registration Statement on Form S-1 File No. 333-252918 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Mission Advancement Corp. hereby requests

- REGISTRATION STATEMENT

As Filed with the U.S. Securities and Exchange Commission on February 19, 2021. Registration No. 333-252918 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1254144 (State or other jurisdiction of i

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Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 VIA EDGAR February 19, 2021 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, NE Washington, D.C. 20549 Attn: Irene Barberena-Meissner, Re: Mission Advancement Corp. Draft Registration Statement Submitted January 21, 2021 Registration Statement on Form S-1

Form of Nominations and Corporate Governance Committee Charter*

Exhibit 99.3 MISSION ADVANCEMENT CORP. NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER I. PURPOSES The Nominating and Corporate Governance Committee (the ?Committee?) is appointed by the Board of Directors (the ?Board?) of Mission Advancement Corp., a Delaware corporation (the ?Company?), to: (i) identify and screen individuals qualified to serve as directors and recommend to the Board candi

Code of Ethics. (2)

Exhibit 14 Mission Advancement Corp. Code of Conduct and Ethics I. Introduction The Company requires the highest standards of professional and ethical conduct from its employees, officers and directors. Our reputation for honesty and integrity is key to the success of its business. The Company intends that its business practices will comply with the laws of all of the jurisdictions in which it ope

Compensation Committee Charter. (2)

Exhibit 99.2 MISSION ADVANCEMENT CORP. COMPENSATION COMMITTEE CHARTER I. Purpose The Compensation Committee (the ?Committee?) of the Board of Directors of Mission Advancement Corp., a Delaware corporation (the ?Company?), shall have responsibility for the compensation of the Company?s executive officers, including the Company?s Chief Executive Officers (the ?CEO?), and for incentive compensation,

Amended and Restated Certificate of Incorporation.(2)

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MISSION ADVANCEMENT CORP. [ ], 2021 Mission Advancement 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 ?Mission Advancement Corp.? The original certificate of incorporation was filed with the Secretary of State

Form of Private Placement Warrants Purchase Agreement between the Registrant and Mission Advancement Sponsor LLC.*

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

Specimen Unit Certificate.*

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 60601L 200 MISSION ADVANCEMENT CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE THIRD OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of Class A common stock, par value

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

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is made and entered into by and among Mission Advancement Corp., a Delaware corporation (the ?Company?), Mission Advancement Sponsor LLC, a Delaware limited liability company (the ?Sponsor?) and the undersigned parties listed on the signature page hereto under ?Holders? (each su

Form of Underwriting Agreement.*

Exhibit 1.1 UNDERWRITING AGREEMENT between Mission Advancement Corp. and CANTOR FITZGERALD & CO. Dated: , 2021 Mission Advancement Corp. UNDERWRITING AGREEMENT New York, New York , 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Mission Advancement Corp., a Delaware corpora

Audit Committee Charter. (2)

Exhibit 99.1 MISSION ADVANCEMENT CORP. AUDIT COMMITTEE CHARTER I. Purpose The Audit Committee (the ?Committee?) of the Board of Directors (the ?Board?) of Mission Advancement Corp., a Delaware corporation (the ?Company?), shall provide assistance to the Board in fulfilling its legal and fiduciary obligations to oversee: (a) the integrity of the financial statements and other financial information

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

Exhibit 10.1 [ ], 2021 Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 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 Mission Advancement Corp., a Delaware corporation (the ?Company?), and Cantor Fitzger

Specimen Warrant Certificate.*

Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW MISSION ADVANCEMENT CORP. Incorporated Under the Laws of the State of Delaware CUSIP 60501L 119 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the re

Form of Indemnity Agreement.*

Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [ ], 2021, by and between Mission Advancement Corp., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate p

Form of Administrative Services Agreement between the Registrant and Mission Advancement Sponsor LLC.*

Exhibit 10.8 Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 [?], 2021 Mission Advancement Sponsor LLC 2525 E Camelback Rd, Ste 850 Phoenix, AZ 85016 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Mission Advancement Corp. (the ?Company?) and Mission Advancement Sponsor LLC (?Provider?), dated as of the date hereof, will con

- AMENDMENT NO. 1 TO FORM S-1

As Filed with the U.S. Securities and Exchange Commission on February 12, 2021. Registration No. 333- 252918 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO.1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1254144 (State or other jurisdiction of i

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 , 2021, by and between Mission Advancement 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. 333-252918 (the ?

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

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

Specimen Class A Common Stock Certificate.*

Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 60501L 119 MISSION ADVANCEMENT 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 THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF MISSION ADVANCEMENT CORP.. (THE ?COMPANY?) transferable on the books of the Compa

Consent of Stacie Olivares*

Exhibit 99.4 CONSENT OF STACIE OLIVARES Mission Advancement Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Regis

Consent of Attica Jaques*

Exhibit 99.6 CONSENT OF ATTICA JAQUES Mission Advancement Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registr

Certificate of Incorporation.*

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF MISSION ADVANCEMENT CORP. December 22, 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 Mission Advancement Corp. (the “Corporation”).

Consent of Katia Beauchamp*

EX-99.3 8 fs12021ex99-3missionadv.htm CONSENT OF KATIA BEAUCHAMP Exhibit 99.3 CONSENT OF KATIA BEAUCHAMP Mission Advancement Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as ame

Registration Statement - REGISTRATION STATEMENT

As Filed with the U.S. Securities and Exchange Commission on February 9, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Mission Advancement Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1254144 (State or other jurisdiction of incorporation or organiz

Bylaws. (2)

Exhibit 3.3 BY LAWS OF Mission Advancement Corp. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in Delaw

Promissory Note issued to Mission Advancement 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

Securities Subscription Agreement between the Registrant and Mission Advancement Sponsor LLC.*

EX-10.7 6 fs12021ex10-7missionadv.htm SECURITIES SUBSCRIPTION AGREEMENT BETWEEN THE REGISTRANT AND MISSION ADVANCEMENT SPONSOR LLC Exhibit 10.7 Mission Advancement Corp. 2525 E Camelback Rd, Ste 850 Phoenix, AZ, 85016 December 22, 2020 Mission Advancement Sponsor LLC 2525 E Camelback Rd, Ste 850 Phoenix, AZ, 85016 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agr

Consent of Omar Johnson*

Exhibit 99.5 CONSENT OF OMAR JOHNSON Mission Advancement Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registra

As confidentially submitted to the U.S. Securities and Exchange Commission on January 21, 2021. This draft registration statement has not been filed, publicly or otherwise, with the U.S. Securities and Exchange Commission and all information containe

As confidentially submitted to the U.S. Securities and Exchange Commission on January 21, 2021. 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