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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. |
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 |
|
|
|