---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-25-039302"
form_type: "8-K"
ticker: "RDAG"
cik: "0002055459"
company_name: "Republic Digital Acquisition Co"
filed_at: "2025-05-02T23:59:59+00:00"
generated_at: "2026-05-22T23:13:53.635437+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Republic Digital Acquisition Company completes $300M SPAC IPO, including over-allotment and private placement

## Summary
- Gross proceeds $300M from 30M units at $10.00 each, including 3.6M over-allotment units exercised.
- Private placement of 7.28M warrants at $1.00 each to sponsor (4.64M) and Cantor Fitzgerald (2.64M).
- $300M placed in trust account; funds available for initial business combination or redemption if no deal within 24 months.
- Board appointed: Joseph Naggar (CEO), Andrew Durgee, plus independent directors Laya Khadjavi, Barry Finkelstein, Robert Matza.
- Company targets fintech, software, and cryptocurrency industries for a business combination.

## SEC filing metadata
- accession: 0001213900-25-039302
- form_type: 8-K
- ticker: RDAG
- cik: 0002055459
- company_name: Republic Digital Acquisition Co
- filed_at: 2025-05-02T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.02, 5.02, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/ea0240600-8k_republic.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-25-039302
- JSON: https://secwatch.observer/filing/0001213900-25-039302.json
- Plain text: https://secwatch.observer/filing/0001213900-25-039302.txt

## Key facts
- Executive change
  Barry Finkelstein was appointed as director at Republic Digital Acquisition Co.
  - Action: appointed
  source text: On May 1, 2025, in connection with the IPO, Laya Khadjavi, Barry Finkelstein and Robert Matza (collectively with Joseph Naggar and Andrew Durgee, the “ Directors ”) were appointed to the board of directors of the Company (the “ Board ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- Executive change
  Laya Khadjavi was appointed as director at Republic Digital Acquisition Co.
  - Action: appointed
  source text: On May 1, 2025, in connection with the IPO, Laya Khadjavi, Barry Finkelstein and Robert Matza (collectively with Joseph Naggar and Andrew Durgee, the “ Directors ”) were appointed to the board of directors of the Company (the “ Board ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- Executive change
  Robert Matza was appointed as director at Republic Digital Acquisition Co.
  - Action: appointed
  source text: On May 1, 2025, in connection with the IPO, Laya Khadjavi, Barry Finkelstein and Robert Matza (collectively with Joseph Naggar and Andrew Durgee, the “ Directors ”) were appointed to the board of directors of the Company (the “ Board ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- Executive change
  Andrew Durgee was appointed as director at Republic Digital Acquisition Co.
  - Action: appointed
  source text: On May 1, 2025, in connection with the IPO, Laya Khadjavi, Barry Finkelstein and Robert Matza (collectively with Joseph Naggar and Andrew Durgee, the “ Directors ”) were appointed to the board of directors of the Company (the “ Board ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- Executive change
  Joseph Naggar was appointed as director at Republic Digital Acquisition Co.
  - Action: appointed
  source text: On May 1, 2025, in connection with the IPO, Laya Khadjavi, Barry Finkelstein and Robert Matza (collectively with Joseph Naggar and Andrew Durgee, the “ Directors ”) were appointed to the board of directors of the Company (the “ Board ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm
- Governance Changes
  Republic Digital Acquisition Co: Filed amended and restated memorandum and articles of association in connection with IPO (effective 2025-04-30).
  - Change: charter amendment
  - Effective: 2025-04-30
  source text: On May 1, 2025, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the “ Amended and Restated Memorandum and Articles of Association ”) with the Cayman Islands Registrar of Companies, which was effective on April 30, 2025.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2055459/000121390025039302/0001213900-25-039302-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.