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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 8, 2026
Aspire
Biopharma Holdings, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
| Delaware |
|
001-41293 |
|
33-3467744 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
No.) |
|
(I.R.S.
Employer
Identification
No.) |
23150
Fashion Drive
Estero,
FL 33928
(Address
of Principal Executive Offices)
(415)
592-7399
(Registrant’s
Telephone Number)
PowerUp
Acquisition Corp.
188
Grand Street, Unit #195
New
York, NY 10013
(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 (see General Instruction A.2. below):
| ☐ |
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 |
| Common
stock, par value $0.0001 per share |
|
ASBP |
|
The
Nasdaq Stock Market LLC |
| Warrants,
each exercisable for one share of common stock |
|
ASBPW |
|
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 (§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
7.01 Regulation FD Disclosure
On
September 8, 2026, the Company issued a press release. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated
herein by reference.
Item
9.01. Financial Statements and Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated September 8, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded with the Inline XBRL document). |
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.
| |
ASPIRE
BIOPHARMA HOLDINGS, INC. |
| |
|
|
| |
By:
|
/s/
Kraig Higginson |
| |
|
Kraig
Higginson |
| |
|
Chief
Executive Officer |
| |
|
|
| Date:
September 8, 2026 |
|
|
Exhibit
99.1
ASPIRE
BIOPHARMA HOLDINGS, INC. ANNOUNCES CORPORATE NAME CHANGE TO ASPIRE-LAKEWOOD HOLDINGS, INC.
ESTERO,
FL / September 8, 2026 Aspire Biopharma Holdings, Inc. (Nasdaq: ASBP) (“Aspire” or the “Company”), today announced
that it has changed its corporate name from “Aspire Biopharma Holdings, Inc.” to “Aspire-Lakewood Holdings, Inc.”
The name change is effective upon the filing of a Certificate of Amendment to the Company’s Certificate of Incorporation with the
Secretary of State of the State of Delaware. The Company’s ticker symbol, “ASBP”, will remain unchanged.
Kraig
Higginson, Chief Executive Officer of Aspire-Lakewood Holdings, commented, “Transitioning our corporate identity to Aspire-Lakewood
Holdings, Inc. marks a pivotal milestone in our evolution. Following our recent acquisition of Dura Control Systems Corp., Aspire has
successfully scaled into a high-volume, diversified enterprise. Adopting a holding company structure better aligns our corporate architecture
with this expanded business focus.”
The
name change was approved by the Company’s board of directors (the “Board”) and stockholders in accordance with Section
242 of the General Corporation Law of the State of Delaware. The name change reflects the Company’s evolving business strategy
and operations.
The
Company’s common stock will continue to trade on The Nasdaq Capital Market. In connection with the name change, the Company’s
trading symbol on Nasdaq will remain the same (“ASPB”). Stockholders holding shares in book-entry form or through a bank,
broker, or other nominee are not required to take any action in connection with the name change.
The
name change does not affect the rights of the Company’s stockholders. The Company’s shares of common stock will continue
to be listed and traded on Nasdaq and will not be affected by the name change. No action is required by current stockholders with respect
to the name change, and stock certificates reflecting the prior corporate name will continue to be valid.
About
Aspire-Lakewood Holdings, Inc.
Aspire-Lakewoood
Holdings, Inc.’s subsidiary, Dura Control Systems Corp. (DCSC), is a leading designer and manufacturer of highly engineered automotive
and industrial control systems that combine mechanical engineering, electronics and computer science to provide intelligent, automated
systems for vehicle electrification, safety, lightweighting, and sustainability. DCSC maintains a strong powertrain agnostic product
portfolio that includes mechatronic actuators, human machine interfaces, industrial cables, and cable control systems backed by over
310 patents. The Company operates 11 manufacturing facilities globally and serves as a tier one automotive supplier to major OEMs and
other industrial firms.
About
Lakewood & Company, LLC
Lakewood
& Company, LLC is a multi-stage investment firm founded in 2005 to complete global private equity investments in businesses that
operate in the Industrial and Business Services sectors. Lakewood’s partners provide a track record of success as investors and
operating executives and as a result provide an operational focus to invest in opportunities that have a hands-on, collaborative partnership
with management. Lakewood professionals represent decades of investment and operating experience from diverse backgrounds in industrials
and business services and sources capital to complete its investments on a deal-by-deal basis with investors from family offices, UHNWI,
and institutions.
For
more information, please visit www.aspirebiolabs.com
Aspire-Lakewood
Holdings, Inc.
Contact
PCG
Advisory
Kevin
McGrath
+1-646-418-7002
kevin@pcgadvisory.com
Safe
Harbor Statement
Certain
statements made in this communication are “forward-looking statements” within the meaning of the safe harbor provisions of
the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may generally be identified by the use
of words such as “estimate,” “projects,” “expects,” “anticipates,” “forecasts,”
“plans,” “intends,” “believes,” “seeks,” “may,” “will,” “would,”
“should,” “future,” “propose,” “potential,” “target,” “goal,”
“objective,” “outlook” and variations of these words or similar expressions (or the negative versions of such
words or expressions) are intended to identify forward-looking statements. These forward-looking statements include, but are not limited
to, statements regarding the financial position, business strategy and the plans and objectives of management for future operations.
These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations of
Aspire-Lakewood’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as and must not be relied on by any investor as a guarantee, an assurance, a prediction or
a definitive statement of fact or probability. These forward-looking statements are not guarantees of future performance, conditions
or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are
outside the control of the parties, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking
statements. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release,
except as required by law.