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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): April 10,
2026
Bayview
Acquisition Corp
(Exact
name of registrant as specified in its charter)
| Cayman
Islands |
|
001-41890 |
|
N/A00-0000000 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
420
Lexington Ave, Suite
2446
New
York, NY
10170
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code (347)
627-0058
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 Securities Exchange Act of 1934:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Units,
each consisting of one ordinary share and one right |
|
BAYAU |
|
The
Nasdaq Stock Market LLC |
| Ordinary
Shares, par value $0.0001 per share |
|
BAYA |
|
The
Nasdaq Stock Market LLC |
| Rights,
each right entitling the holder thereof to one-tenth of one ordinary share |
|
BAYAR |
|
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
5.07. Submission of Matters to a Vote of Security Holders.
On
April 10, 2026, Bayview Acquisition Corp, a Cayman Islands exempted corporation (the “Company”), held its annual general
meeting of shareholders (the “Annual Meeting”). All matters submitted for approval by the Company’s shareholders, as
described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March
23, 2026, were approved. The number of shares entitled to vote at the Annual Meeting was 2,738,292, representing the number of shares
outstanding as of March 2, 2026, the record date for the Annual Meeting. The holders of 2,274,294 shares were present at the Annual Meeting
either in person or by proxy, representing 83.05% of the shares entitled to vote at the Annual Meeting.
The
results of each matter voted on were as follows:
| 1. | Director
Election—The re-election of John Joseph DeVito, as a Class I (as defined in the
memorandum and articles of association of the Company) director of the Company, for a three-year
term expiring at the Company’s 2029 Annual Meeting or until such director’s earlier
death, resignation, disqualification or removal. |
| FOR | | |
AGAINST | | |
ABSTAIN | | |
BROKER
NON-VOTE | |
| Number | | |
% | | |
Number | | |
% | | |
Number | | |
% | | |
Number | | |
% | |
| | 2,184,194 | | |
| 79.76 | | |
| 0 | | |
| | | |
| 0 | | |
| 0 | | |
| 90,100 | | |
| 3.29 | |
| 2. | Auditor
Appointment—The ratification of the appointment of UHY LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2026. |
| FOR | | |
AGAINST | | |
ABSTAIN | | |
BROKER
NON-VOTE | |
| Number | | |
% | | |
Number | | |
% | | |
Number | | |
% | | |
Number | | |
% | |
| | 2,274,294 | | |
| 83.05 | | |
| 0 | | |
| | | |
| 0 | | |
| 0 | | |
| n/a | | |
| n/a | |
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.
| |
BAYVIEW
ACQUISITION CORP |
| |
|
|
| Date:
April 14, 2026 |
By: |
/s/
Xin Wang |
| |
Name:
|
Xin
Wang |
| |
Title: |
Chief
Executive Officer |