Current Report · Items 8.01 · 8-K
Cayson Acquisition Corp
CAPNNASDAQEQUITYCurrent
Other Events
Item 8.01. Other Events. As previously reported, on March 18, 2026, Cayson Acquisition Corp (the “Company”) held an extraordinary general meeting (the “Meeting”) to approve, among other matters, a proposal to amend the Company’s amended and restated memorandum and articles of association as adopted by special resolution dated September 19, 2024 with effect from September 23, 2024 (the “Existing Me…
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 · Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · Submission of Matters to a Vote of Security HoldersSep 23, 2026
- DEF 14A filingSep 8, 2026
- Termination of a Material Definitive AgreementSep 8, 2026
- PRE 14A filingAug 28, 2026
- Other EventsAug 26, 2026
Disclosure sections
Item 8.01Item 8.01 - Other Events
Item
8.01. Other Events.
As
previously reported, on March 18, 2026, Cayson Acquisition Corp (the “Company”) held an extraordinary general meeting (the
“Meeting”) to approve, among other matters, a proposal to amend the Company’s amended and restated memorandum and articles
of association as adopted by special resolution dated September 19, 2024 with effect from September 23, 2024 (the “Existing Memorandum
and Articles”) to allow the Company’s Board to extend the date (the “Extension”) by which the Company had to
consummate a business combination (as defined in the Existing Memorandum and Articles) on a monthly basis, up to twelve (12) months (or
until March 23, 2027) (the “Extended Date”), unless the closing of a business combination shall have occurred prior thereto
or such earlier date as shall be determined by the Board in its sole discretion, provided that the Company’s sponsors, officers,
directors, affiliates or designees (collectively, the “Insiders”) lend to the Company (each a “Contribution”)
an aggregate of US$125,000 for each month utilized to consummate an initial business combination, which Contributions shall be deposited
by the Company into the Trust Account (as defined in the Existing Memorandum and Articles) and thereby increase the per-share redemption
price paid in connection with the ultimate consummation of a business combination or the Company’s liquidation. On July 22, 2026,
the Insiders deposited the Contribution for the fifth month of the Extension.
Cautionary
Note Regarding Forward Looking Statements
Neither
the Company nor any of its affiliates makes any representation or warranty as to the accuracy or completeness of the information contained
in this Current Report on Form 8-K. This Current Report on Form 8-K is not intended to be all-inclusive and is not intended to form the
basis of any investment decision or any other decision in respect of the Company or its proposed business combination.
This
Current Report on Form 8-K include “forward-looking statements” made pursuant to the safe harbor provisions of the United
States Private Securities Litigation Reform Act of 1995. Actual results may differ from expectations, estimates and projections and consequently,
you should not rely on these forward-looking statements as predictions of future events. These forward-looking statements generally are
identified by the words or phrases such as “aspire,” “expect,” “estimate,” “project,”
“budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,”
“will,” “will be,” “will continue,” “will likely result,” “could,” “should,”
“believe(s),” “predicts,” “potential,” “continue,” “future,” “opportunity,”
seek,” “intend,” “strategy,” or the negative version of those words or phrases or similar expressions are
intended to identify such forward-looking statements.
The
Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company
does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements
to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
No
Offer or Solicitation
This
Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would
be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall
be made except by means of a prospectus meeting the requirements of the Securities Act.