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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
Date of Report (Date of earliest event reported):
September 9, 2026 (September 8, 2026)
| ALCHEMY INVESTMENTS ACQUISITION CORP 1 |
| (Exact name of registrant as specified in its charter) |
| Cayman Islands |
|
001-41699 |
|
N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
850 Library Avenue, Suite 204-F
Newark, DE 19711
(Address of principal executive offices, including
zip code)
(212) 877-1588
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) |
| |
|
|
| |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
|
| |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
|
| |
¨ |
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 |
|
ALCUF |
|
Over the Counter (OTC) Market |
| |
|
|
|
|
| Class A Ordinary Share, par value $0.0001 per share |
|
ALCYF |
|
Over the Counter (OTC) Market |
| |
|
|
|
|
| Warrant, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share |
|
ALCWF |
|
Over the Counter (OTC) Market |
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 x
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 5.03. Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year.
On September 8, 2026, Alchemy Investments Acquisition
Corp 1 (the “Company”) held its annual general meeting of shareholders (the “Annual Meeting”).
The shareholders approved, as a special resolution,
an amendment to the Company’s Amended and Restated Memorandum and Articles of Association to give the Company the right to extend
the date by which it has to complete a business combination from September 9, 2026 to September 9, 2027, on a month-to-month basis, as
determined by the directors in their sole discretion, by depositing into the trust account held at Continental Stock Transfer & Trust
Company the lesser of $30,000 or $0.03 per non-redeemed public Class A ordinary share per month (the “Extension Amendment”).
The shareholders also approved, as an ordinary
resolution, the ratification of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year
ending December 31, 2026 (the “Ratification of Auditors Proposal”).
Item
5.07. Submission of Matters to a Vote of Security Holders.
On September 8, 2026, the Company held the Annual Meeting. As of July
21, 2026, the record date for the Annual Meeting, there were 4,208,042 Class A ordinary shares, par value $0.0001 per share (the “Class
A Shares”), and one Class B ordinary share, par value $0.0001 per share (the “Class B Share”) outstanding
(together, the “Shares”). The total number of outstanding Shares was 4,208,043.
At the Annual Meeting, 3,935,274 Shares, or approximately 93.52% of
the 4,208,043 outstanding Shares, were represented in person or by proxy.
The final results for each of the matters submitted to a vote of the
Company’s shareholders at the Annual Meeting are as follows:
The Extension Amendment Proposal required a special resolution under
Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding
Ordinary Shares voted in person or by proxy at the Annual Meeting or any adjournment thereof.
The Ratification of Auditors Proposal required an ordinary resolution
under Cayman Islands law by the affirmative vote of a simple majority of the votes cast by the holders of the Ordinary Shares entitled
to vote, in person or by proxy, at the Annual Meeting or any adjournment thereof.
| Proposal | |
FOR | | |
AGAINST | | |
ABSTAIN | | |
BROKER NON-VOTES | |
| Extension Amendment Proposal | |
| 3,726,693 | | |
| 6,412 | | |
| 0 | | |
0 | |
| Ratification of Auditors Proposal | |
| 3,935,274 | | |
| 0 | | |
| 0 | | |
0 | |
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.
| |
ALCHEMY INVESTMENTS ACQUISITION CORP 1 |
| |
|
|
| Dated: September 9, 2026 |
By: |
/s/ Mattia Tomba |
| |
|
Name: Mattia Tomba |
| |
|
Title: Co-Chief Executive Officer |