Current Report · Items 5.07, 8.01, 9.01 · 8-K
Future Vision II Acquisition Corp.
FVNNASDAQEQUITYCurrent
Submission of Matters to a Vote of Security Holders · Other Events
Item 5.07. Submission of Matters to a Vote of Security Holders. On July 23, 2026, Future Vision II Acquisition Corp. (the “Company”) held an extraordinary general meeting of shareholders (the “Meeting”). As of June 15, 2026, the record date for the Meeting, there were 7,544,000 ordinary shares of the Company issued and outstanding and entitled to vote.…
Company context
Current securities
Recent company filings
- Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Unregistered Sales of Equity Securities · Other EventsSep 14, 2026
- Submission of Matters to a Vote of Security Holders · Other EventsAug 25, 2026
- DEFA14A filingAug 18, 2026
- Other EventsAug 18, 2026
- Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Unregistered Sales of Equity Securities · Other EventsAug 17, 2026
Disclosure sections
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07. Submission of Matters to a Vote of Security Holders.
On July 23, 2026, Future Vision II Acquisition
Corp. (the “Company”) held an extraordinary general meeting of shareholders (the “Meeting”). As of June 15, 2026,
the record date for the Meeting, there were 7,544,000 ordinary shares of the Company issued and outstanding and entitled to vote. At the
Meeting, there were 5,812,556 ordinary shares present in person or represented by proxy, representing approximately 80.593% of the total
outstanding ordinary shares entitled to vote, which constituted a quorum to conduct business.
The shareholders of the Company voted on the following
proposals, which were described in detail in the definitive proxy statement/prospectus filed with the Securities and Exchange Commission.
The final voting results for each proposal are set forth below.
Proposal 1: The Business Combination Proposal.
The shareholders approved by ordinary resolution the Merger Agreement and the transactions contemplated therein. The voting results were
as follows:
Votes For: 5,688,865
Votes Against: 123,691
Abstentions: 0
Proposal 2: The Name Change Proposal. The shareholders
approved by special resolution the change of name from “Future Vision II Acquisition Corp.” to “MicroTouch Inc.”
(or another determined name) upon the consummation of the Business Combination, subject to the approval of the Registrar of Companies
of the Cayman Islands, and authorized the registered office provider and directors to give effect to this resolution. The voting results
were as follows:
Votes For: 5,688,865
Votes Against: 123,691
Abstentions: 0
Proposal 3: The Nasdaq Proposal. The shareholders
approved by ordinary resolution, for the purposes of complying with applicable provisions of Nasdaq Rule 5635, the issuance of Future
Vision ordinary shares in connection with the Business Combination. The voting results were as follows:
Votes For: 5,688,865
Votes Against: 123,691
Abstentions: 0
Proposal 4: The Charter Amendment Proposal. The
shareholders approved by special resolution the adoption of the amended and restated memorandum and articles of association, effective
from the completion of the Business Combination, to reflect the Name Change Proposal and remove or amend provisions applicable only prior
to the consummation of the Business Combination. The voting results were as follows:
Votes For: 5,489,514
Votes Against: 323,042
Abstentions: 0
Proposal 5: The Director Election Proposal. The
shareholders approved by ordinary resolution the election of the following five individuals to serve as directors on the board of directors
of the Company upon the consummation of the Business Combination. The voting results were as follows:
Aijiao Tian: 5,688,865 Votes For, 123,691 Votes Withheld
Jinyan Han: 5,688,865 Votes For, 123,691 Votes Withheld
Kai Lun Wong: 5,688,865 Votes For, 123,691 Votes Withheld
Shuding Zeng: 5,688,865 Votes For, 123,691 Votes Withheld
Maria Borg: 5,688,865 Votes For, 123,691 Votes Withheld
Proposal 6: The Adjournment Proposal. The shareholders
approved by ordinary resolution the adjournment of the Meeting, if necessary or advisable, in the event the Company did not receive the
requisite shareholder vote to approve one or more proposals presented to shareholders for vote. The voting results were as follows:
Votes For: 5,688,865
Votes Against: 123,691
Abstentions: 0
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
Redemption of Ordinary Shares
In connection with the extraordinary general meeting
of shareholders held on July 23, 2026 (the “Meeting”), holders of the Company’s public ordinary shares were provided
the opportunity to tender their shares for cash redemption.
A total of 3,758,515 public ordinary shares were
validly tendered for redemption. The redemption of these tendered shares, and the subsequent disbursement of the corresponding funds from
the Company’s trust account, is expressly conditioned upon the legal consummation of the Business Combination.
Had the Business Combination closed contemporaneously
with the Meeting, the redemption price would have been approximately $10.97 per share, representing an estimated aggregate redemption
payment of approximately $41,228,654.43. However, in accordance with Article 37.6 of the Company’s Amended and Restated Memorandum
and Articles of Association, the final per-share redemption price payable to redeeming shareholders will be calculated as of two business
days prior to the actual consummation of the Business Combination. As a result, the final per-share payout may be higher than the current
estimate due to continued interest accrual and at the option of the Company's sponsor to deposit extension loans into the trust account
until the Business Combination is consummated.
The consummation of the Business Combination remains
subject to the satisfaction or waiver of various closing conditions set forth in the Merger Agreement, including, but not limited to,
the Company obtaining initial listing approval from Nasdaq. There can be no assurance as to when these closing conditions will be satisfied,
or if they will be satisfied at all.
If the closing conditions are not met and the
Business Combination is not consummated, the 3,758,515 validly tendered shares will not be redeemed for cash, the redemption requests
will be canceled, and the shares will remain outstanding.
Furthermore, if the consummation of the Business
Combination is significantly delayed, the Company may be required to hold a separate extraordinary general meeting of shareholders to
further extend the date by which it must complete a business combination (an “Extension Meeting”), or otherwise be forced
to liquidate and dissolve. If the Company convenes an Extension Meeting, public shareholders will be provided a new, independent opportunity
to redeem their public ordinary shares for a pro-rata portion of the trust account. Unlike redemptions tendered in connection with the
Business Combination, which are contingent upon Closing, redemptions validly tendered in connection with an Extension Meeting would be
paid out promptly following the shareholder approval and legal effectuation of the charter amendment to extend the deadline, regardless
of whether the Business Combination is ultimately consummated. Alternatively, if the Company is forced to liquidate and dissolve without
completing a business combination, all outstanding public ordinary shares will be automatically canceled in exchange for a pro-rata distribution
of the funds held in the trust account, in accordance with the Company’s amended and restated memorandum and articles of association.
Assuming the eventual satisfaction of all closing
conditions and the consummation of the Business Combination, following the effectuation of these redemptions, 1,991,485 public ordinary
shares will remain outstanding, and an aggregate of approximately $21,845,460.57 will remain in the Company’s trust account (subject
to final adjustment based on the actual Closing Date). Prior to giving effect to the issuance of the consideration shares and the automatic
conversion of outstanding rights in connection with the closing of the Business Combination, the Company expects to have 3,785,485 total
ordinary shares issued and outstanding following the payment of the redemptions.