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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: August 28, 2025
Black Hawk Acquisition Corporation
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands |
|
001-41984 |
|
00-0000000N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
|
4125 Blackhawk Plaza Circle, Suite 166
Danville, CA |
|
94506 |
| (Address of principal executive offices) |
|
(Zip Code) |
(952) 217-4482
(Registrant’s telephone number, including area
code)
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 (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)) |
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.
Securities registered pursuant to Section 12(b) of
the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Units, each consisting of one ordinary share and one-fifth of one right |
|
BKHAU |
|
The Nasdaq Stock Market LLC |
| Ordinary shares, par value $0.0001 per share |
|
BKHA |
|
The Nasdaq Stock Market LLC |
| Rights, each right entitling the holder to receive one ordinary share |
|
BKHAR |
|
The Nasdaq Stock Market LLC |
ITEM 8.01. Other Events.
An aggregate
of $150,000 (the “Extension Payment”) has been deposited into the trust account of Black Hawk Acquisition Corporation (the
“Company”) for its public shareholders, which enables the Company to further extend the period of time it has to consummate
its initial business combination by one month (the “Extension”) from August 22, 2025 to September 22, 2025.
SIGNATURES
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.
August 28, 2025
| Black Hawk Acquisition Corporation |
|
| |
|
|
| By: |
/s/ Kent Louis Kaufman |
|
| Name: |
Kent Louis Kaufman |
|
| Title: |
Chief Executive Officer |
|
