{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-24-018018","form_type":"8-K","ticker":null,"cik":"0001837344","company_name":"Nocturne Acquisition Corp","filed_at":"2024-02-28T23:59:59+00:00","discovered_at":"2026-05-14T18:03:25.879423+00:00","generated_at":"2026-06-05T09:26:28.217600+00:00","sec_items":["3.03","5.03","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.35,"calibrated_materiality_score":0.35,"confidence":"high","headline":"Nocturne shareholders approve removal of $5M NTA requirement","bullets":["3,769,199 votes for, 1 against; 3,769,200 shares represented quorum.","Amendment deletes condition that NTAs must exceed $5,000,001 for business combination or redemptions.","Effective February 22, 2024; charter amended accordingly.","621 public shares redeemed (≈0.03% of public shares) in connection with meeting."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-24-018018","json":"https://secwatch.observer/filing/0001213900-24-018018.json","markdown":"https://secwatch.observer/filing/0001213900-24-018018.md","text":"https://secwatch.observer/filing/0001213900-24-018018.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1837344/000121390024018018/0001213900-24-018018-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1837344/000121390024018018/ea0200591-8k425_nocturne.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T09:26:28.217600+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"fb234aa219af1b92199b4ebfb1c144480cec0e6f","claim":"Nocturne Acquisition Corp: Shareholders approved an amendment to the Amended and Restated Memorandum and Articles of Association to delete net tangible asset requirements that would prevent consummation of a business combination or redemptions if NTAs fell below $5,000,001 (effective 2024-02-22).","evidence_excerpt":"the Company’s shareholders approved an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (the “ Charter ”, and such amendment the “ NTA Requirement Amendment ”) to delete: (i) the limitations that the Company shall not consummate a business combination (as defined in the Charter) if it would cause the Company’s net tangible assets (“ NTAs ”) to be less than $5,000,001; and (ii) the limitations that the Company shall not redeem or repurchase its ordinary shares in an amount that would cause the Company’s NTAs to be less than $5,000,001 following such redemptions or repurchases, as applicable.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1837344/000121390024018018/0001213900-24-018018-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2024-02-22"}],"fact_type":"governance_change"},{"claim_id":"b1b69d0d3d9d4d18039941ec17f2e8d2fd1ed4a7","claim":"Nocturne Acquisition Corp shareholders approved The NTA Requirement Amendment Proposal - A proposal to amend, by special resolution, the Company’s Amended and Restated Memorandum and Articles of Association (as amended) (our “charter”) to delete: (i) the limitations that the Company shall not consummate a business combination (as defined in the c at the 2024-02-28 meeting.","evidence_excerpt":"At the Meeting, an aggregate of 3,769,200 ordinary shares of the Company, which represents a quorum of the outstanding ordinary shares entitled to vote as of the record date of December 29, 2023 (the “ Record Date ”), were represented in person or by proxy at the Meeting. At the Meeting, the Company’s shareholders voted on the following proposal, which was approved: (1) The NTA Requirement Amendment Proposal - A proposal to amend, by special resolution, the Company’s Amended and Restated Memorandum and Articles of Association (as amended) (our “charter”) to delete: (i) the limitations that the Company shall not consummate a business combination (as defined in the charter) if it would cause the Company’s net tangible assets (“NTAs”) to be less than $5,000,001; and (ii) the limitations that the Company shall not redeem or repurchase its ordinary shares in an amount that would cause the Company’s NTAs to be less than $5,000,001 following such redemptions or repurchases, as applicable (the","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1837344/000121390024018018/0001213900-24-018018-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-02-28"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}