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Aperture submitted a Form 25 notification to remove its class of securities from listing and registration on the Nasdaq Stock Market LLC.
The notification, filed by Nasdaq as Exchange, cites compliance with 17 CFR 240.12d2-2 and related provisions governing voluntary withdrawal and strike from listing.
Aperture AC is changing how its securities trade. The company announced that beginning on June 10, 2026, its units will stop trading and the underlying Class A ordinary shares and rights will trade separately on the Nasdaq Capital Market under the symbols APUR and APURR. Each unit currently consists of one Class A ordinary share with a par value of $0.0001 and one right to receive one-fourth of a Class A ordinary share upon completion of an initial business combination. The separation is mandatory and automatic, so existing unit holders do not need to take any action.
Aperture Sponsor LLC and CEO Calvin Kung reported beneficial ownership of 3,995,603 ordinary shares of Aperture AC, representing 27.1% of the company’s outstanding shares as of May 22, 2026. The stake includes Class B founder shares that automatically convert into Class A shares at the time of the initial business combination and Class A shares from private placement units.
The Sponsor paid $25,000 for founder shares and $2,230,000 for 223,000 placement units funded from its working capital. Through a letter agreement, the Sponsor has waived redemption and liquidation rights on founder and placement shares and agreed to vote its holdings in favor of a business combination, with transfer restrictions applying until after the combination and specified trading or liquidity events.
Aperture filing reports that Harraden-related entities and Frederick V. Fortmiller, Jr. collectively beneficially own 930,944 Class A shares, representing 8.49% of the Class A shares. The filing shows shared voting and shared dispositive power over 930,944 shares. The disclosure states that Harraden Circle Investors GP, Harraden Circle Investors GP, LLC, Harraden Circle Investments, LLC (the adviser), and Mr. Fortmiller may be deemed to indirectly beneficially own the shares held directly by four Harraden funds. The signature block is dated 05/29/2026.
Aperture AC completed its SPAC initial public offering, selling 10,200,000 units at $10.00 each for gross proceeds of $102,000,000. Each unit includes one Class A ordinary share and one right to receive one-fourth of a Class A share after a business combination.
Concurrently, it sold 311,000 private placement units for $3,110,000. A total of $102,255,000 from the IPO and private placement was deposited into a U.S. trust account for the benefit of public shareholders. The balance sheet shows total assets of $103,001,855, including cash of $721,955 outside the trust.
The auditor issued an unqualified opinion but highlighted substantial doubt about Aperture AC’s ability to continue as a going concern because it must complete a business combination by May 22, 2027 or liquidate and return funds in the trust to public shareholders.
Aperture disclosure: Feis Equities LLC and Lawrence M. Feis report beneficial ownership of 654,207 Class A ordinary shares, representing 6.41% of the Class A outstanding as of May 22, 2026. The filing states sole voting and dispositive power over the 654,207 shares.
The reporting address is 1740 Waukegan Road, Suite 206, Glenview, Illinois, and the issuer's principal executive office is listed as 835 Wilshire Blvd., 5th floor, Los Angeles, CA.
Aperture Sponsor LLC, the sponsor of Aperture AC, purchased 223,000 Class A ordinary shares at $10 per share in an open-market/private transaction. According to the footnotes, these shares are included in 223,000 private placement units, each unit consisting of one Class A ordinary share and one right to receive one-fourth of a Class A share upon completion of Aperture AC’s initial business combination.
The sponsor also holds 3,828,082 Class B ordinary shares, which will automatically convert into Class A ordinary shares on a one-for-one basis at the time of the initial business combination, or earlier at the holder’s option, subject to specified adjustments. CEO Calvin Kung is the managing member of the sponsor, may be deemed to beneficially own these securities, but disclaims beneficial ownership except to the extent of his pecuniary interest.
Aperture AC, a Cayman Islands-based blank check company, completed its initial public offering of 10,200,000 units at $10.00 per unit, raising gross proceeds of $102,000,000. Each unit includes one Class A ordinary share and one right to receive one-fourth of a Class A share after a business combination.
The company also sold 311,000 private placement units for $3,110,000. A total of $102,255,000 from the IPO and private placement was deposited into a U.S. trust account, to be used mainly for completing an initial business combination or redeeming public shares if no deal occurs within 12 months.
Aperture AC listed its units on Nasdaq under the symbol APURU, with the Class A shares and rights expected to trade separately as APUR and APURR. The company appointed independent directors to its audit and compensation committees, adopted amended and restated governing documents, and entered into indemnity and other key agreements to support its SPAC structure.
Aperture AC director Tan Zhen filed an initial insider ownership report on Form 3. The filing does not list any common stock or derivative transactions, and summary data show zero shares bought, sold, acquired, or disposed. It serves as an initial disclosure of insider status rather than a trading event.