UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January
23, 2026
Activate Energy Acquisition Corp.
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-42992 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
71 Fort Street, PO Box 500
Grand Cayman, Cayman Islands KY1-1106
(Address of principal executive offices, including
zip code)
(302) 207-9500
Registrant’s telephone number, including area
code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of
the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
| Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant |
|
AEAQU |
|
The Nasdaq Stock Market LLC |
| Class A ordinary shares, par value $0.0001 per share |
|
AEAQ |
|
The Nasdaq Stock Market LLC |
| Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
AEAQW |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On January 23, 2026, Activate Energy Acquisition Corp.
(the “Company”) announced that, commencing on January 26, 2026, the holders of units issued in its initial public
offering (the “Units”), each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per
share (the “Ordinary Shares”), and one-half of one redeemable warrant (the “Warrants”)
with each whole Warrant entitling the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, may elect to separately
trade the Ordinary Shares and Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only
whole Warrants will trade. The Units not separated will continue to trade on the Global Market tier of The Nasdaq Stock Market LLC (the
“Nasdaq”) under the symbol “AEAQU”. The Ordinary Shares and the Warrants will trade on the Nasdaq
under the symbols “AEAQ” and “AEAQW”, respectively. Holders of Units will need to have their brokers contact Continental
Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Ordinary Shares and Warrants.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated January 23, 2026. |
SIGNATURE
Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
ACTIVATE ENERGY ACQUISITION CORP. |
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|
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By: |
/s/ Thomas Fontaine |
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Name: |
Thomas Fontaine |
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Title: |
Chief Executive Officer |
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| Dated: January 23, 2026 |
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