secwatch / observer
8-K filed January 9, 2026, 6:59 PM ET ticker BIII CIK 0002087087
other material confidence high sentiment neutral materiality 0.60

Black Spade Acquisition III Co closes $172.5M IPO with full over-allotment, appoints board

Black Spade Acquisition III Co

item 1.01item 3.02item 5.02item 5.03item 8.01item 9.01

Machine-readable event card

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Black Spade Acquisition III Co
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JSON Markdown Plain text

Source-grounded claims

fd5252587f4cdf235d5fa438754690888423b4db

Black Spade Acquisition III Co: Adoption of Amended and Restated Memorandum and Articles of Association (effective 2026-01-05).

Item 5.03. Amendments to Memorandum and Articles of Association. On January 5, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

5b09a00bd1cae79b6f29e436eb171db28700d7b9

Black Spade Acquisition III Co entered into Registration Rights Agreement with certain security holders (effective 2026-01-05).

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

7243eb5fa1e35c4c6b66dba7d278b0f3f5e5d2f1

Black Spade Acquisition III Co entered into Sponsor Warrants Purchase Agreement with the Sponsor (effective 2026-01-05).

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

7982e9a302f63d9b9131baa3fc868cf28b0012cf

Black Spade Acquisition III Co entered into Warrant Agreement with Continental Stock Transfer & Trust Company, as warrant agent (effective 2026-01-05).

· A Warrant Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

bb57a97214a2e1b3301d066ce44774bb146a21fe

Black Spade Acquisition III Co entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company, as trustee (effective 2026-01-05).

· An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust Company, as trustee.

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

d69d929d5590cc15dd831a5f3818d6d9340212cf

Black Spade Acquisition III Co entered into Underwriting Agreement with Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC, as representative of the several underwriters, including Chardan Capital Markets, LLC (effective 2026-01-05).

· An Underwriting Agreement, dated January 5, 2026, among the Company and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC (“ Cohen ”), as representative of the several underwriters, including Chardan Capital Markets, LLC (“ Chardan ” and, together with Cohen, the “ Underwriters ”).

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

Comparable filings

SAGU

Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE

Shreya Acquisition Group May 11, 2026, 7:59 PM ET other_material Items 1.01, 3.02, 5.02, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

Item 5.03. Amendments to Memorandum and Articles of Association. On January 5, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Comparable filing

On May 6, 2026, and in connection with the IPO, the Company adopted its Amended and Restated Memorandum and Articles of Association.

Filing page SEC filing

CPSH

CPS Technologies closes $9.6M registered direct offering of 1.2M shares at $8.00/share

CPS TECHNOLOGIES CORP/DE/ June 1, 2026, 9:35 AM ET other_material Items 1.01, 5.03, 8.01, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 5.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

Item 5.03. Amendments to Memorandum and Articles of Association. On January 5, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Comparable filing

On May 27, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Amendment”) of the Company’s Restated Certificate of Incorporation, effective as of the same date. The Amendment increased the number of shares of common stock, $0.01 par value per share (the “Common Stock”), that the Company is authorized to issue from 20,000,000 to 25,000,000.

Filing page SEC filing

PSEC

Prospect Capital enters $400M at-the-market preferred stock offering; reclassifies 16M common shares

PROSPECT CAPITAL CORP May 8, 2026, 7:59 PM ET other_material Items 1.01, 3.03, 5.03, 9.01

same fact type: governance_change, material_agreement same SEC item: 1.01, 5.03, 9.01 same event type: other_material similar materiality

This filing

Item 5.03. Amendments to Memorandum and Articles of Association. On January 5, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Comparable filing

On May 8, 2026, in connection with the Offering, the Company filed Articles Supplementary (the “Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland (“SDAT”), reclassifying and designating 16,000,000 authorized and unissued shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), into shares of Series A Preferred Stock.

Filing page SEC filing

TPST

Tempest Therapeutics enters warrant exercise inducement for ~$2M; issues new warrants to purchase 2.34M shares at $1.73

Tempest Therapeutics, Inc. June 1, 2026, 7:13 PM ET other_material Items 1.01, 3.02, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 9.01 same event type: other_material similar materiality

This filing

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

Comparable filing

On May 28, 2026, Tempest Therapeutics, Inc., a Delaware corporation (the “ Company ”), entered into a warrant exercise and inducement offer letter agreement (the “ Inducement Letter ”) with a holder of certain existing warrants to purchase shares of the Company’s common stock

Filing page SEC filing

KRMN

Selling stockholders price upsized secondary offering of 14M shares at $61/share for ~$854M gross proceeds

Karman Holdings Inc. June 1, 2026, 5:28 PM ET other_material Items 1.01, 7.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

Comparable filing

On May 28, 2026, Karman Holdings Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with the persons named in Schedule II thereto (the “Selling Stockholders”) and Citigroup Global Markets Inc. and Evercore Group L.L.C., as the underwriters (the “Underwriters”), pursuant to which the Selling Stockholders agreed to sell 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”) at a public offering price of $61.00 per share (the “Offering Price”), less underwriting discounts and commissions (the “Offering”).

Filing page SEC filing

GIPR

Generation Income Properties prices $5.0M public offering of 23.8M shares and warrants at $0.21/unit

GENERATION INCOME PROPERTIES, INC. June 1, 2026, 5:27 PM ET other_material Items 1.01, 8.01, 9.01

same fact type: material_agreement same SEC item: 1.01, 8.01, 9.01 same event type: other_material similar materiality

This filing

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

Comparable filing

In connection with the Offering, on May 28, 2026, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with Maxim Group LLC, as placement agent

Filing page SEC filing

CITR

CitroTech exchanges all Series A Preferred for Series C Convertible; BoltRock gets board rights

CitroTech Inc. June 1, 2026, 4:15 PM ET other_material Items 1.01, 3.02, 9.01

same fact type: material_agreement same SEC item: 1.01, 3.02, 9.01 same event type: other_material similar materiality

This filing

greements, each dated January 5, 2026, among the Company, the Sponsor and certain security holders. · An Investment Management Trust Agreement, dated January 5, 2026, between the Company and Continental Stock Transfer & Trust

Comparable filing

On May 28, 2026, CitroTech Inc., a Wyoming corporation (the “Company”), entered into Stock Exchange and Stockholders Agreements (the “Exchange Agreements”) with the holders (the “Holders”) of the Company’s outstanding Series A Preferred Stock

Filing page SEC filing

DCOM

Dime Commercial Bancshares name change effective; three executives amend employment agreements

Dime Community Bancshares, Inc. /NY/ June 1, 2026, 4:02 PM ET other_material Items 5.02, 5.03, 5.07, 9.01

same fact type: governance_change same SEC item: 5.02, 5.03, 9.01 same event type: other_material similar materiality

This filing

Item 5.03. Amendments to Memorandum and Articles of Association. On January 5, 2026, the Company adopted its Amended and Restated Memorandum and Articles of Association. The Amended and Restated Memorandum and Articles of Association is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Comparable filing

On May 28, 2026, the Company filed with the Department of State of the State of New York a Certificate of Amendment to Certificate of Incorporation to change our corporate name from Dime Community Bancshares, Inc. to Dime Commercial Bancshares, Inc., effective immediate.

Filing page SEC filing

Source: SEC EDGAR
accession 0001104659-26-002447
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