8-K
filed May 8, 2026, 7:59 PM ET
ticker GIG
CIK 0002023730
other material
confidence high
sentiment positive
materiality 0.75
GigCapital7 shareholders approve business combination with Hadron Energy, domestication to Delaware
GigCapital7 Corp.
- Approval votes: 19,681,540 for, 1,094,478 against, 10,000 abstained on business combination.
- Domestication to Delaware approved unanimously by Class B shareholders (11,165,450 for).
- Shareholders also approved: issuance of up to 60M post-combination shares, equity incentive plan, and 8 director slate.
- Company intends to file domestication and interim charter promptly after Nasdaq clearances; closing expected soon after.
- Post-domestication, securities will trade under same tickers (GIG, GIGGW, GIGGU) with new CUSIP numbers.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved and adopted the Business Combination Agreement, dated as of September 27, 2025, as amended, by and among the Company, Hadron Energy, Inc. (“ Hadron ”), and MMR Merger Sub, Inc. (“ Merger Sub ”), and approved the business combination contemplated thereby (the “ Business Comb at the 2026-05-07 meeting.
- Proposal
- merger approval
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 1: The shareholders approved and adopted the Business Combination Agreement, dated as of September 27, 2025, as amended, by and among the Company, Hadron Energy, Inc. (“ Hadron ”), and MMR Merger Sub, Inc. (“ Merger Sub ”), and approved the business combination contemplated thereby (the “ Business Combination ”), including the merger of Merger Sub with and into Hadron, with Hadron surviving the merger, and issuance of common stock of the Company to Hadron equity holders as merger consideration, by the votes set forth in the table below: For Against Abstained Shares: 19,681,540 1,094,478 10,000
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved, on an advisory, non-binding basis, the authorization of (a) 600,000,000 shares of common stock, (b) 15,000,000 shares of Class B common stock, and (c) 10,000,000 shares of preferred stock at the 2026-05-07 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 5A: The shareholders approved, on an advisory, non-binding basis, the authorization of (a) 600,000,000 shares of common stock, (b) 15,000,000 shares of Class B common stock, and (c) 10,000,000 shares of preferred stock: For Against Abstained Shares: 19,624,846 1,144,850 16,322
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved the transfer by way of continuation and domestication of the Company from the Cayman Islands to the State of Delaware pursuant to the Delaware General Corporation Law and the Companies Act (as revised) of the Cayman Islands (the “ Domestication ”) at the 2026-05-07 meeting.
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 2: The shareholders approved the transfer by way of continuation and domestication of the Company from the Cayman Islands to the State of Delaware pursuant to the Delaware General Corporation Law and the Companies Act (as revised) of the Cayman Islands (the “ Domestication ”): For Against Abstained Class B Shares: 11,165,450 0 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved the issuance of up to an estimated 60,000,000 shares of post-Business Combination common stock to the Hadron stockholders at the 2026-05-07 meeting.
- Proposal
- merger approval
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 3: The shareholders approved the issuance of up to an estimated 60,000,000 shares of post-Business Combination common stock to the Hadron stockholders: For Against Abstained Shares: 19,678,191 1,096,672 11,155
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved, on an advisory, non-binding basis, the elimination of the Class B common stock upon the Closing and the adoption of (a) Delaware as the exclusive forum for certain shareholder litigation and (b) the federal district courts of the United States of America as the exclusive f at the 2026-05-07 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 5B: The shareholders approved, on an advisory, non-binding basis, the elimination of the Class B common stock upon the Closing and the adoption of (a) Delaware as the exclusive forum for certain shareholder litigation and (b) the federal district courts of the United States of America as the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act of 1933, as amended: For Against Abstained Shares: 19,633,240 1,142,153 10,625
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved (a) an interim certificate of incorporation and (b) interim bylaws (together, the “ Interim Governing Documents ”), wherein the Interim Governing Documents will govern the Company between the Domestication and closing of the Business Combination (the “ Closing ”) at the 2026-05-07 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 4A: The shareholders approved (a) an interim certificate of incorporation and (b) interim bylaws (together, the “ Interim Governing Documents ”), wherein the Interim Governing Documents will govern the Company between the Domestication and closing of the Business Combination (the “ Closing ”): For Against Abstained Class A Shares: 8,513,498 1,095,945 11,125 Class B Shares: 11,165,450 0 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved the Hadron Energy, Inc. Equity Incentive Plan (the “ Equity Incentive Plan ”), including the authorization of the initial share reserve under the Equity Incentive Plan at the 2026-05-07 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 6: The shareholders approved the Hadron Energy, Inc. Equity Incentive Plan (the “ Equity Incentive Plan ”), including the authorization of the initial share reserve under the Equity Incentive Plan: For Against Abstained Shares: 19,628,020 1,147,287 10,711
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved (a) a new certificate of incorporation and (b) new bylaws (together, the “ Governing Documents ”), wherein the Governing Documents will govern the Company following the Closing at the 2026-05-07 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 4B: The shareholders approved (a) a new certificate of incorporation and (b) new bylaws (together, the “ Governing Documents ”), wherein the Governing Documents will govern the Company following the Closing: For Against Abstained Class A Shares: 8,513,870 1,095,978 10,720 Class B Shares: 11,165,450 0 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
GigCapital7 Corp. shareholders approved The shareholders approved the election, effective upon the Closing, of eight directors classified into three classes to serve staggered terms on the board of directors (the “ Board ”) of the Company until the 2027, 2028 and 2029 annual meetings of stockholders and until their respective successors a at the 2026-05-07 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-07
Exact text from the filing
Proposal 7: The shareholders approved the election, effective upon the Closing, of eight directors classified into three classes to serve staggered terms on the board of directors (the “ Board ”) of the Company until the 2027, 2028 and 2029 annual meetings of stockholders and until their respective successors are duly elected and qualified: For Against Abstained Class B Shares: 11,165,450 0 0
View on SEC.gov
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