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Current Report · Items 5.03, 5.07, 9.01 · 8-K

Integrated Wellness Acquisition Corp

WELNFOTCEQUITYCurrent

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Submission of Matters to a Vote of Security Holders

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The disclosure contained in Item 5.07 of this Current Report on Form 8-K is incorporated by reference in this Item 5.03.

Filed Sep 21, 2026Accepted Sep 21, 2026, 4:30 PM EDTCIK 1877557Accession 0001104659-26-109330
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Company context

Integrated Wellness Acquisition Corp (OTC: WELNF) is a special purpose acquisition company formed to effect a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization, or similar business combination, IWAC focuses on opportunities in the health, nutrition, fitness, wellness, and beauty sectors, particularly products, devices, applications, and technology driving growth within these fields.

Current securities

Historical securities (3)

Recent company filings

  1. DEF 14A filingAug 24, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsAug 24, 2026
  3. 10-K filingAug 21, 2026
  4. SCHEDULE 13G filingAug 14, 2026
  5. NT 10-Q filingAug 14, 2026

Disclosure sections

Items 5.03, 5.07, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.03Item 5.03 - Amendments to Articles/Bylaws
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The disclosure contained in Item 5.07 of this Current Report on Form 8-K is incorporated by reference in this Item 5.03.
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders. On September 15, 2026, the Company held an extraordinary general meeting of shareholders (the “Meeting”). At the Meeting, the following proposals were considered and acted upon by the shareholders of the Company: (a) a proposal to amend by special resolution the Company’s amended and restated memorandum and articles of association, as amended prior to the date hereof (the “M&A”), to extend the date by which the Company has to consummate an initial business combination from September 16, 2026 to March 16, 2027 (or such earlier date as determined by the Company’s board of directors (the “Board”) in its sole discretion) (the “Extension Amendment Proposal”); (b) a proposal to amend by special resolution the M&A to permit the Board, in its sole discretion, to elect to wind up the Company’s operations on an earlier date than March 16, 2027 (including prior to September 16, 2026) (the “Liquidation Amendment Proposal”); and (c) a proposal to approve by ordinary resolution the adjournment of the Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of any of the foregoing proposals (the “ Adjournment Proposal ”). The number of votes cast for or against, as well as the number of abstentions as to each proposal, are set forth below. Extension Amendment Proposal For Against Abstain ─────────────────────────────────────── 2,875,061 0 0 Accordingly, the Extension Amendment Proposal was approved. Liquidation Amendment Proposal For Against Abstain ─────────────────────────────────────── 2,875,000 0 61 Accordingly, the Liquidation Amendment Proposal was approved. As there were sufficient votes at the time of the Meeting to approve each of the above proposals, the Adjournment Proposal, which had been previously voted on by proxy, was not presented to shareholders at the Meeting. In connection with the Meeting, shareholders holding 24,908 Class A ordinary shares exercised their rights to redeem such shares for a pro rata portion of the funds in the Trust Account including 24,756 shares that were redeemed in connection with both the Meeting and the extraordinary general meeting of shareholders held by the Company on December 8, 2025 to approve, among other things, its initial business combination. The final per share redemption amount is currently being calculated. The Company has estimated it to be approximately $13.19 per share and will file an amended Current Report on Form 8-K to disclose the final amount if it is materially different from the estimated amount. As a result, the Company expects that approximately $330,414 will be removed from the Trust Account to pay such holders. The Company filed the Charter Amendment with the Cayman Islands Registrar of Companies on September 17, 2026. A copy of the Charter Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference. Cautionary Note Regarding Forward-Looking Statements This Current Report on Form 8-K contains certain forward-looking statements that express the Company’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “seeks,” “projects,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Current Report on Form 8-K and include statements regarding the Company’s intentions, beliefs or current expectations concerning the Company’s performance, business and future events. Such forward-looking statements are based on management’s expectations, beliefs and forecasts concerning future events impacting the Company. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, as well as assumptions, which, if they were to ever materialize or prove incorrect, could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed or implied by such forward-looking statements. The forward-looking statements made in this Current Report on Form 8-K speak only as of the date hereof and the Company disclaims any obligation, except as required by law, to provide updates, revisions or amendments to any forward-looking statements to reflect changes in the Company’s expectations or future events.