Welcome to our dedicated page for BTC Development Units SEC filings (Ticker: BDCIU), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The BTC Development Corp. (BDCIU) SEC filings page provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. BTC Development Corp. is a blank check company incorporated in the Cayman Islands and listed on the Nasdaq Global Market, with units trading under BDCIU, Class A ordinary shares under BDCI, and warrants under BDCIW. Its filings describe its purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.
Key documents for this SPAC include its registration statement on Form S-1, which outlines the structure of its units and warrants, and current reports on Form 8-K that detail material events. For example, an 8-K filing describes the consummation of its initial public offering and a simultaneous private placement, the number of units sold, and the establishment of a trust account for the benefit of public shareholders, including amounts related to an underwriters’ deferred discount.
Through this page, users can review BTC Development Corp.’s 8-Ks and, as they become available, other periodic and transaction-related filings. These documents explain how the proceeds of the offering are held in trust, the terms of the redeemable warrants, and the company’s status as an emerging growth company. They also provide formal disclosure of listing information for BDCIU, BDCI, and BDCIW on The Nasdaq Stock Market LLC.
Stock Titan enhances access to these filings with AI-powered summaries that highlight the main points of lengthy documents such as registration statements and current reports. Real-time updates from EDGAR, combined with simplified explanations of forms like 8-K and future 10-K or 10-Q reports, help users understand BTC Development Corp.’s blank check structure, capital arrangements, and progress toward any potential business combination.
BTC Development Corp. filed a Form 8-K stating it has made its PFIC Annual Statement for fiscal year 2025 available to holders of its Class A ordinary shares. The company explains it may be treated as a passive foreign investment company for U.S. federal income tax purposes.
The statement is intended to help shareholders make an optional Qualified Electing Fund (QEF) election on their own tax returns. For 2025, the PFIC table shows ordinary earnings of US$0.0010364990 and no net capital gains, cash distributions, or property distributions. The filing emphasizes that shareholders should consult personal tax advisors.
Meteora Capital, LLCVik Mittal, reported beneficial ownership of Class A Common Stock of BTC Development Corp.7.0294% of the class.
All 1,831,855 shares are reported with shared voting and shared dispositive power, with no sole voting or dispositive authority. The shares are held by funds and managed accounts for which Meteora Capital serves as investment manager, and the filing states they were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of BTC Development Corp.
BTC Development Corp. received a significant ownership disclosure from TD entities. As of December 31, 2025, TD Securities (USA) LLC and The Toronto-Dominion Bank and affiliates reported beneficial ownership of 1,332,581 Class A ordinary shares of BTC Development Corp., representing 5.1% of the class.
Within this stake, The Toronto-Dominion Bank has sole voting and dispositive power over 1,200,000 shares, while TD Securities (USA) LLC controls 132,581 shares. The TD entities state that the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of BTC Development Corp.
Glazer Capital, LLC and Paul J. Glazer filed an amended ownership report on BTC Development Corp. units. They report beneficial ownership of 1,174,323 units, representing 4.51% of the class as of 12/31/2025, with shared voting and dispositive power over all reported units.
The units each consist of one Class A ordinary share and one-fourth of one redeemable warrant. The securities are held through funds and managed accounts advised by Glazer Capital, and the filers state the holdings are in the ordinary course of business and not for influencing control of BTC Development Corp.
BTC Development Corp. filed its quarterly report, showing limited operating activity as a newly public blank-check company preparing for its Initial Public Offering. For the quarter ended September 30, 2025, the company reported a net loss of $58,813, driven by formation, general and administrative costs. Cash was $2,886,023 and cash held in a preliminary trust account was $2,000,000 as of quarter-end.
After the quarter, the company completed its IPO on October 1, 2025, selling 25,300,000 units at $10.00 each, including the full over‑allotment, for $253,000,000 in gross proceeds, and a concurrent private placement of 760,000 placement units for $7,600,000. Transaction costs totaled $16,037,284, including $4,400,000 cash underwriting fees and $10,780,000 deferred underwriting fees. $253,000,000 was placed in the Trust Account at closing.
Each unit includes one Class A ordinary share and one‑fourth of a redeemable warrant, with whole warrants exercisable at $11.50 per share. The company has up to 24 months from the IPO closing (or 27 months with a signed definitive agreement) to complete a business combination. As of November 12, 2025, Class A shares outstanding were 26,060,000 and Class B were 8,686,667.
BTC Development Corp. closed its IPO, selling 25,300,000 units at $10.00 each for $253,000,000 in gross proceeds, including the underwriters’ full exercise of the 3,300,000‑unit over‑allotment option.
At the same time, the company completed a private placement of 760,000 units at $10.00 for $7,600,000, purchased by Cohen & Company Capital Markets (173,250 units), Keefe, Bruyette & Woods (74,250 units) and a sponsor affiliate (512,500 units). The company placed $253,000,000 of net proceeds in a trust account, which includes $10,780,000 of deferred underwriting discount. Each unit includes one Class A ordinary share and one‑fourth of a redeemable warrant; each whole warrant is exercisable at $11.50 per share, subject to adjustment. An audited balance sheet as of October 1, 2025 was filed as Exhibit 99.1.
BTC Development Corp. (BDCIU) — Schedule 13D filed disclosing significant ownership. BTC Development Advisors LLC reported beneficial ownership of 4,095,833 Class B ordinary shares, representing 11.79% of the issuer’s outstanding shares. Betsy Z. Cohen, as manager of Advisors, shares voting and dispositive power over these shares.
The 4,095,833 shares are Class B founder shares that convert into Class A on a one-for-one basis at the initial business combination or at the holder’s option, subject to adjustments in the charter. As of the IPO closing on October 1, 2025, total shares outstanding across all classes were 34,746,667, comprising 25,300,000 Class A shares, 760,000 private placement units, and 8,686,667 Class B shares.
Under an Insider Letter, Advisors and Ms. Cohen agreed to vote in favor of any proposed business combination and not to redeem in related votes or tender offers. They also agreed to lock-up and redemption waivers consistent with SPAC norms. A registration rights agreement provides demand and piggyback rights, subject to customary limits.
BTC Development Sponsor LLC and its managers disclosed beneficial ownership of 5,103,334 shares of BTC Development Corp., representing 14.69% of the outstanding share classes as of the IPO closing on October 1, 2025.
The stake comprises 512,500 Class A shares and 4,590,834 Class B shares that convert into Class A on a one-for-one basis at the initial business combination or at the holder’s option, subject to adjustments. The aggregate purchase price for the reported ordinary shares was $5,150,000, including
The reporting persons agreed to vote in favor of any proposed business combination and not redeem shares in connection with that vote. The Placement Units and underlying securities are subject to a lock-up until 30 days after the initial business combination, and the parties hold customary registration rights.