secwatch / observer
8-K filed April 29, 2026, 7:59 PM ET ticker CXII CIK 0002114227
other material confidence high sentiment neutral materiality 0.50

Churchill Capital Corp XII closes upsized $414M SPAC IPO; units trade on Nasdaq

Churchill Capital Corp XII

Machine-readable event card

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secwatch.filing_event.v1
accession
0001213900-26-049354
form_type
8-K
ticker
CXII
cik
0002114227
company_name
Churchill Capital Corp XII
filed_at
2026-04-29T23:59:59+00:00
discovered_at
2026-05-14T18:02:33.503070+00:00
generated_at
2026-05-15T02:25:56.831125+00:00
sec_items
["1.01", "3.02", "5.02", "5.03", "8.01", "9.01"]
event_type
other_material
sentiment
neutral
materiality_score
0.5
calibrated_materiality_score
0.5
confidence
high
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https://secwatch.observer/filing/0001213900-26-049354
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https://secwatch.observer/filing/0001213900-26-049354.json
markdown_url
https://secwatch.observer/filing/0001213900-26-049354.md
text_url
https://secwatch.observer/filing/0001213900-26-049354.txt
edgar_index_url
https://www.sec.gov/Archives/edgar/data/2114227/000121390026049354/0001213900-26-049354-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/2114227/000121390026049354/ea0288158-8k_churchill12.htm
generated_by_model
deepseek-v4-flash:cloud@v2
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false
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false
correction_note
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superseded_by
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Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

William Sherman

Director
CXII · Churchill Capital Corp XII
Effective
2026-04-28
Filed
April 29, 2026, 7:59 PM ET
On April 27, 2026, in connection with the IPO, William Sherman was appointed to the board of directors of the Company (the “ Board ”) effective April 28, 2026.

Source-grounded claims

249bb76a1e

William Sherman was appointed as Director at Churchill Capital Corp XII.

On April 27, 2026, in connection with the IPO, William Sherman was appointed to the board of directors of the Company (the “ Board ”) effective April 28, 2026.

SEC 8-K Item 5.02 confidence 0.95 SEC evidence

cbb398b548a8f4d8707c8427b3e8ebbe32573b42

Churchill Capital Corp XII: Filed amended and restated memorandum and articles of association in connection with IPO (effective 2026-04-27).

On April 27, 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 April 27, 2026.

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

1535e44beb2809c2ef8edd2dd58574631cf6d295

Churchill Capital Corp XII entered into Underwriting Agreement with Citigroup Global Markets Inc. (effective 2026-04-27).

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

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

1860e47d24ea41884efa17baa75fb55566609b62

Churchill Capital Corp XII entered into Public Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2026-04-27).

Public Warrant Agreement, dated April 27, 2026, by and 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

3b7bcb6c0caec5fdf34da45df0dfbb8de1d4a043

Churchill Capital Corp XII entered into Private Warrant Agreement with Continental Stock Transfer & Trust Company (effective 2026-04-27).

Private Warrant Agreement, dated April 27, 2026, by and 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

705f7ac64b46a77fad4448dc48327538459b2b86

Churchill Capital Corp XII entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2026-04-27).

Investment Management Trust Agreement, dated April 27, 2026, by and between the Company and Continental Stock Transfer & Trust Company, as trustee

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

f1803b0d8e4753da53e1fb9335fd1c7f70bec79f

Churchill Capital Corp XII entered into Private Placement Units Purchase Agreement with Churchill Sponsor XII LLC (effective 2026-04-27).

Private Placement Units Purchase Agreement, dated April 27, 2026 (the “ Private Placement Units Purchase Agreement ”), by and between the Company and the Company’s sponsor, Churchill Sponsor XII LLC (the “ Sponsor ”)

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

Comparable filings

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

On April 27, 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 April 27, 2026.

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

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

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

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

BRANDYWINE OPERATING PARTNERSHIP, L.P.

Brandywine extends revolver maturity to Dec 2026; shareholders OK 5M share increase for LTIP

BRANDYWINE OPERATING PARTNERSHIP, L.P. June 1, 2026, 4:30 PM ET other_material Items 1.01, 2.03, 5.02, 5.07, 9.01

same fact type: material_agreement same SEC item: 1.01, 5.02, 9.01 same event type: other_material similar materiality

This filing

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

Comparable filing

extended the maturity date of the Borrowers’ revolving credit facility

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

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

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

On April 27, 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 April 27, 2026.

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

LOKV

Live Oak enters Forward Purchase Agreement to back Teamshares merger, up to 4M shares at ~$10.54

Live Oak Acquisition Corp. V June 1, 2026, 5:00 PM ET other_material Items 1.01, 9.01

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

This filing

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

Comparable filing

On June 1, 2026, Live Oak Acquisition Corp. V, a Cayman Island exempted company (" Live Oak "), and HB Strategies LLC (" Seller " or " FPA Investor ") entered into an agreement (the " Forward Purchase Agreement ") for an OTC Prepaid Share Forward Transaction-Optional Early Termination (the " Forward Purchase Transaction ") in connection with Live Oak’s proposed initial business combination (the " Business Combination ") with Teamshares Inc., a Delaware corporation (" Teamshares " and the surviving public company following consummation of the Business Combination, the " Combined Company "), which is the subject of the previously-disclosed Agreement and Plan of Merger entered into by Live Oak and Teamshares as of November 14, 2025 (as amended as of April 1, 2026, and as may be further amended or supplemented from time to time, the " Merger Agreement ").

Filing page SEC filing

LTRX

Lantronix prices $30M common stock offering at $7.20/share; net proceeds ~$32.3M

LANTRONIX INC June 1, 2026, 4:15 PM ET other_material Items 1.01, 7.01, 9.01

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

This filing

Underwriting Agreement, dated April 27, 2026, by and between the Company and Citigroup Global Markets Inc., as the underwriter

Comparable filing

On May 29, 2026, Lantronix, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Needham & Company, LLC and Canaccord Genuity LLC, as underwriters (together, the “Underwriters”), pursuant to which the Company agreed to sell, and the Underwriters agreed to purchase, 4,166,667 shares (the “Firm Shares”) of the Company’s common stock

Filing page SEC filing

IOT

Samsara Inc. reincorporates from Delaware to Nevada, effective June 1, 2026

Samsara Inc. June 1, 2026, 4:07 PM ET other_material Items 3.03, 5.03, 9.01

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

This filing

On April 27, 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 April 27, 2026.

Comparable filing

the reincorporation of the Company from the State of Delaware to the State of Nevada (the “Reincorporation”) became effective on June 1, 2026, at 12:02 a.m. Pacific Time

Filing page SEC filing

Source: SEC EDGAR
accession 0001213900-26-049354

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.