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Aperture AC sets CEO, CFO pay and trust waivers

Aperture AC sets modest cash compensation for its CEO and CFO while both waive any claim to the SPAC trust account funds.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Aperture AC (APUR) reported new compensation arrangements for its senior officers. On September 3, 2026, the company entered into an employment agreement with Chief Executive Officer Calvin Kung providing a base salary of $7,000 per month and a one-time $14,000 signing bonus. On the same date, it entered into a consulting agreement with Chief Financial Officer Daniel Zhao with a consulting fee of $3,000 per month and a one-time $6,000 signing bonus. Both executives agreed they have no claim to any funds in Aperture AC’s trust account for public shareholders and waived any right to make claims against that account, reinforcing that those funds remain reserved for shareholders.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
CEO base salary $7,000 per month Cash salary for CEO Calvin Kung under the September 3, 2026 employment agreement
CEO signing bonus $14,000 One-time signing bonus payable upon execution of the employment agreement
CFO consulting fee $3,000 per month Monthly consulting fee for CFO Daniel Zhao under the September 3, 2026 consulting agreement
CFO signing bonus $6,000 One-time signing bonus payable within ten business days of consulting agreement execution
Par value per Class A ordinary share $0.0001 per share Par value of Aperture AC Class A ordinary shares listed on The Nasdaq Capital Market
trust account financial
"no right, title, interest or claim of any kind in or to any monies in the Company’s trust account"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Employment Agreement regulatory
"entered into an employment agreement (the “Employment Agreement”) with Calvin Kung"
Consulting Agreement regulatory
"entered into a consulting agreement (the “Consulting Agreement”) with Daniel Zhao"
Class A ordinary shares financial
"Class A ordinary shares, par value $0.0001 per share"
Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

FAQ

What executive compensation changes did Aperture AC (APUR) disclose?

Aperture AC disclosed an employment agreement with CEO Calvin Kung and a consulting agreement with CFO Daniel Zhao, covering monthly cash payments and one-time signing bonuses for each officer.

How much will APUR’s CEO be paid under the new employment agreement?

CEO Calvin Kung will receive a base salary of $7,000 per month, payable on the first day of each month, plus a $14,000 one-time signing bonus payable upon execution of the employment agreement.

What are the consulting terms for Aperture AC (APUR) CFO Daniel Zhao?

CFO Daniel Zhao will receive a consulting fee of $3,000 per month, payable on the first day of each month, and a $6,000 one-time signing bonus payable within ten business days after execution of the consulting agreement.

Do APUR’s CEO and CFO have any rights to the company’s trust account funds?

No. Both Calvin Kung and Daniel Zhao agreed they have no right, title, interest or claim to monies in the company’s trust account and waived any right to make claims against that account or distributions from it.

Which exhibits were filed with this Aperture AC (APUR) Form 8-K?

The exhibits include the Employment Agreement with Calvin Kung (Exhibit 10.1), the Consulting Agreement with Daniel Zhao (Exhibit 10.2+), and the Cover Page Interactive Data File embedded in the Inline XBRL document (Exhibit 104).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 3, 2026

 

Aperture AC

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-43308   N/A
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

835 Wilshire Blvd. 5th Floor

Los Angeles, CA 90017

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: 424-253-0908

 

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
Class A ordinary shares, par value $0.0001 per share   APUR   The Nasdaq Capital Market
Rights, each right entitling the holder to receive one-fourth (1/4) of one Class A ordinary share upon the consummation of an initial business combination   APURR   The Nasdaq Capital 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

 

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Compensatory Arrangements of Certain Officers

 

On September 3, 2026, Aperture AC (the “Company”) entered into an employment agreement (the “Employment Agreement”) with Calvin Kung, the Company’s Chief Executive Officer. Pursuant to the Employment Agreement, Mr. Kung will receive a base salary at the rate of $7,000, payable on the first day of each month following the execution of this Employment Agreement, and a one-time signing bonus of $14,000, payable upon the execution of the Employment Agreement.

 

On September 3, 2026, the Company entered into a consulting agreement (the “Consulting Agreement”) with Daniel Zhao, the Company’s Chief Financial Officer. Pursuant to the Consulting Agreement, Mr. Zhao will receive a consulting fee of $3,000 per month, payable on the first day of each month following the execution of the Consulting Agreement, and a one-time signing bonus of $6,000, payable within ten (10) business days following the execution of the Consulting Agreement.

 

Each of Mr. Kung and Mr. Zhao agreed that he will not have any right, title, interest or claim of any kind in or to any monies in the Company’s trust account held for its public shareholders, and has agreed not to, and waived any right to, make any claim against the trust account (including any distributions therefrom).

 

The foregoing descriptions of the Employment Agreement and Consulting Agreement do not purport to be complete and are qualified in their entirety by reference to the full agreements, which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
10.1   Employment Agreement, dated September 3, 2026, by and between the Company and Calvin Kung.
10.2+   Consulting Agreement, dated September 3, 2026, by and between the Company and Daniel Zhao.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

+ Certain schedules, exhibits and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. SPAC will provide a copy of such omitted materials to the Securities and Exchange Commission or its staff upon request.

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  APERTURE AC
       
  By: /s/ Calvin Kung
    Name:  Calvin Kung
    Title: Chief Executive Officer
       
Dated:  September 4, 2026      

 

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Filing Exhibits & Attachments

6 documents

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