8-K
filed February 27, 2026, 6:59 PM ET
ticker MZYX
CIK 0002097376
other material
confidence high
sentiment neutral
materiality 0.55
MOZAYYX Acquisition Corp. closes upsized $300M IPO; private placement raises $7.22M
MOZAYYX Acquisition Corp.
- Closed upsized IPO of 30M units at $10.00/unit, including partial exercise of overallotment; gross proceeds $300M.
- Private sale of 3,610,000 warrants at $2.00 each to sponsor and underwriter for $7.22M; warrants exercisable at $11.50/share.
- Net IPO and private placement proceeds of $300M deposited into trust account; 24 months to complete initial business combination.
- Appointed five directors: Xuan Yong, Nat Turner, Gurpreet Oberoi, Danton Hill, James Obulaney; audit, compensation, and nominating committees formed.
- Units began trading on NYSE under MZYX.U on Feb 25, 2026; shares and warrants expected to trade separately under MZYX and MZYX.WS.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.98
MOZAYYX Acquisition Corp. issued 3,610,000 warrants of warrant to MOZAYYX Acquisition Sponsor LLC and Cantor Fitzgerald & Co. for $7,220,000 in the aggregate ($2.00 per warrant).
- Security
- warrant
- Shares
- 3,610,000 warrants
- Purchaser
- MOZAYYX Acquisition Sponsor LLC and Cantor Fitzgerald & Co.
- Consideration
- $7,220,000 in the aggregate ($2.00 per warrant)
Exact text from the filing
simultaneously with the closing of the IPO, pursuant to the Sponsor Private Placement Warrants Purchase Agreement and the Representative Private Placement Warrants Purchase Agreement, the Company completed the private sale of an aggregate of 3,610,000 warrants (the “ Private Placement Warrants ”) to the Sponsor and the Representative, with each Private Placement Warrant exercisable to purchase one Class A Ordinary Share at $11.50 per share, at a price of $2.00 per Private Placement Warrant, or $7,220,000 in the aggregate.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
MOZAYYX Acquisition Corp.: The Company filed amended and restated memorandum and articles of association effective February 24, 2026, in connection with its IPO (effective 2026-02-24).
- Change
- charter amendment
- Effective
- 2026-02-24
Exact text from the filing
On February 24, 2026, 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 February 24, 2026.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.98
MOZAYYX Acquisition Corp. entered into Underwriting Agreement with Cantor Fitzgerald & Co. valued at underwriting of 30,000,000 units at $10.00/unit for gross proceeds of $300,000,000 (effective 2026-02-24).
- Action
- entry
- Agreement
- underwriting
- Counterparty
- Cantor Fitzgerald & Co.
- Value
- underwriting of 30,000,000 units at $10.00/unit for gross proceeds of $300,000,000
- Effective
- 2026-02-24
Exact text from the filing
the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company’s Registration Statements: ● An Underwriting Agreement, dated February 24, 2026, by and between the Company and Cantor Fitzgerald & Co., as representative of the underwriters (the “ Representative ”), a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Letter Agreement with MOZAYYX Acquisition Sponsor LLC valued at Letter agreement among Company, officers, directors and sponsor (effective 2026-02-24).
- Action
- entry
- Counterparty
- MOZAYYX Acquisition Sponsor LLC
- Value
- Letter agreement among Company, officers, directors and sponsor
- Effective
- 2026-02-24
Exact text from the filing
A Letter Agreement, dated February 24, 2026 (the “ Letter Agreement ”), by and among the Company, its officers, its directors and the Sponsor, a copy of which is attached as Exhibit 10.5 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Warrant Agreement with Continental Stock Transfer & Trust Company valued at Warrant Agent agreement for warrants issued in IPO (effective 2026-02-24).
- Action
- entry
- Counterparty
- Continental Stock Transfer & Trust Company
- Value
- Warrant Agent agreement for warrants issued in IPO
- Effective
- 2026-02-24
Exact text from the filing
A Warrant Agreement, dated February 24, 2026, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, a copy of which is attached as Exhibit 4.1 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Indemnity Agreements with each director and executive officer of the Company valued at Indemnity agreements with directors and officers (effective 2026-02-24).
- Action
- entry
- Counterparty
- each director and executive officer of the Company
- Value
- Indemnity agreements with directors and officers
- Effective
- 2026-02-24
Exact text from the filing
Indemnity Agreements, dated February 24, 2026 (each, an “ Indemnity Agreement ”), by and among the Company and each director and executive officer of the Company, a form of which is attached as Exhibit 10.6 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Registration Rights Agreement with certain security holders valued at Registration rights agreement with security holders (effective 2026-02-24).
- Action
- entry
- Counterparty
- certain security holders
- Value
- Registration rights agreement with security holders
- Effective
- 2026-02-24
Exact text from the filing
A Registration Rights Agreement, dated February 24, 2026, by and among the Company and certain security holders, a copy of which is attached as Exhibit 10.2 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company valued at Trust agreement for IPO proceeds held in trust (effective 2026-02-24).
- Action
- entry
- Counterparty
- Continental Stock Transfer & Trust Company
- Value
- Trust agreement for IPO proceeds held in trust
- Effective
- 2026-02-24
Exact text from the filing
An Investment Management Trust Agreement, dated February 24, 2026, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Representative Private Placement Warrants Purchase Agreement with Cantor Fitzgerald & Co. valued at Private placement warrants purchase agreement with representative (effective 2026-02-24).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Cantor Fitzgerald & Co.
- Value
- Private placement warrants purchase agreement with representative
- Effective
- 2026-02-24
Exact text from the filing
A Private Placement Warrants Purchase Agreement, dated February 24, 2026 (the “ Representative Private Placement Warrants Purchase Agreement ”), by and between the Company and the Representative, a copy of which is attached as Exhibit 10.4 hereto and incorporated herein by reference.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
MOZAYYX Acquisition Corp. entered into Sponsor Private Placement Warrants Purchase Agreement with MOZAYYX Acquisition Sponsor LLC valued at Private placement warrants purchase agreement with sponsor (effective 2026-02-24).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- MOZAYYX Acquisition Sponsor LLC
- Value
- Private placement warrants purchase agreement with sponsor
- Effective
- 2026-02-24
Exact text from the filing
A Private Placement Warrants Purchase Agreement, dated February 24, 2026 (the “ Sponsor Private Placement Warrants Purchase Agreement ”), by and between the Company and MOZAYYX Acquisition Sponsor LLC, a Delaware limited liability company (the “ Sponsor ”), a copy of which is attached as Exhibit 10.3 hereto and incorporated herein by reference.
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.