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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
July
17, 2026
Date
of Report (Date of earliest event reported)
Aeon
Acquisition I Corp.
(Exact
Name of Registrant as Specified in its Charter)
| Cayman
Islands |
|
001-43321 |
|
N/A00-0000000 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
66
West Flagler Street, Suite 900
Miami,
FL |
|
33130 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: +1 (877) 787-1880
N/A
(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 |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act |
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, one redeemable warrant to purchase one Class A Ordinary Share, and one right to receive
one-fourth (1/4) of one Class A Ordinary Share |
|
AESPU |
|
The
NASDAQ Stock Market LLC |
| Class
A Ordinary Shares, par value $0.0001 per share |
|
AESP |
|
The
NASDAQ Stock Market LLC |
| Warrants
included as part of the units, each whole warrant exercisable for one Class A ordinary share, $0.0001 par value per share, at an
exercise price of $11.50 |
|
AESPW |
|
The
NASDAQ Stock Market LLC |
| Rights
to receive one-fourth (1/4) of one Class A Ordinary Share |
|
AESPR |
|
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 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
1.01. Entry into a Material Definitive Agreement.
On
July 17, 2026, Aeon Acquisition I Corp., a Cayman Islands exempted company (the “Company”), issued an unsecured promissory
note (the “Note”) to its sponsor, Aeon Acquisition Partners I LLC (the “Sponsor”), under which the Sponsor agreed
to loan the Company up to $250,000 to fund costs reasonably related to the Company’s initial business combination. The Note is
non-interest bearing and is payable on the date the Company consummates its initial business combination (the “Maturity Date”).
The Note may be prepaid at any time without penalty.
The
Note may be drawn down from time to time upon written request from the Company, with the Sponsor required to fund each drawdown request
within five (5) business days of receipt thereof; provided that the aggregate amount of all drawdown requests may not exceed $250,000.
The
Note and the transactions contemplated thereby were approved by the Company’s board of directors.
The
foregoing description of the Note does not purport to be complete and is qualified in its entirety by reference to the full text of the
Note, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
| Exhibit
No. |
|
Description |
| 10.1 |
|
Promissory Note, dated July 17, 2026, by and between Aeon Acquisition I Corp. and Aeon Acquisition Partners I LLC |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
| Dated:
July 21, 2026 |
|
| |
|
|
| Aeon
Acquisition I Corp. |
|
| |
|
|
| By: |
/s/
Demetrios Mallios |
|
| Name: |
Demetrios
Mallios |
|
| Title: |
Chief
Executive Officer |
|