---
schema_version: "secwatch.filing_event.v1"
accession: "0001641172-25-019753"
form_type: "8-K"
ticker: null
cik: "0001818605"
company_name: "Distoken Acquisition Corp"
filed_at: "2025-07-15T23:59:59+00:00"
generated_at: "2026-05-18T06:31:22.545269+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Distoken completes merger with Youlife; begins trading on Nasdaq as YOUL

## Summary
- Closed business combination July 9, 2025; 601,118 shares redeemed at ~$11.86 per share.
- Post-closing capital: 64,887,792 Class A ordinary shares and 11,160,808 Class B ordinary shares.
- Pubco ADSs trade on Nasdaq under YOUL starting July 10, 2025; warrants quoted OTC.
- Founder shares locked up for 1 year; other shareholders 180 days; early release if ADS >= $12.50 for 20/30 days after 150 days.

## SEC filing metadata
- accession: 0001641172-25-019753
- form_type: 8-K
- cik: 0001818605
- company_name: Distoken Acquisition Corp
- filed_at: 2025-07-15T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.01, 3.03, 5.01, 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1818605/000164117225019753/0001641172-25-019753-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1818605/000164117225019753/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001641172-25-019753
- JSON: https://secwatch.observer/filing/0001641172-25-019753.json
- Plain text: https://secwatch.observer/filing/0001641172-25-019753.txt

## Key facts
- Governance Changes
  Distoken Acquisition Corp: Ning Wang resigned as director and officer; Yunlei Wang appointed as sole director of Distoken following the business combination.
  source text: Ning Wang resigned and ceased to be directors and/or officers of Distoken. Following the consummation of the Business Combination, Yunlei Wang was appointed to serve as the sole director of Distoken.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1818605/000164117225019753/0001641172-25-019753-index.htm
- Governance Changes
  Distoken Acquisition Corp: Adopted amended and restated memorandum and articles of association, effective July 9, 2025, in connection with the business combination and merger, resulting in Distoken becoming a wholly-owned subsidiary of Pubco (effective 2025-07-09).
  - Change: charter amendment
  - Effective: 2025-07-09
  source text: In connection with the consummation of the Business Combination, Distoken adopted an amended and restated memorandum and articles of association (the “Charter”), and in accordance with which, Distoken became a wholly-owned subsidiary of Pubco in connection with the Second Merger. Distoken filed the Charter with the Cayman Islands Registrar of Companies on July 9, 2025.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1818605/000164117225019753/0001641172-25-019753-index.htm
- M&A Transactions
  Distoken Acquisition Corp underwent a change of control involving Youlife International Holdings Inc. (closed 2025-07-09).
  - Action: change of control
  - Counterparty: Youlife International Holdings Inc.
  - Closing: 2025-07-09
  source text: On July 9, 2025, Distoken Acquisition Corporation, a Cayman Islands exempted company (“Distoken”) and Youlife International Holdings Inc. , a Cayman Islands exempted company (“Youlife”) consummated (the “Closing”) the transactions (collectively, the “Business Combination”) contemplated by that certain Business Combination Agreement, dated as of May 17, 2024, as amended on November 13, 2024 and January 17, 2025 (the “Business Combination Agreement”), by and among Youlife Group Inc., a Cayman Islands exempted company (“Pubco”), Xiaosen Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), Youlife I Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco, Youlife II Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco (“Second Merger Sub”), and Youlife.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1818605/000164117225019753/0001641172-25-019753-index.htm

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