SPAC BKHAU Delays Extraordinary Vote, Seeks Additional Support

Rhea-AI Filing Summary

Black Hawk Acquisition (NASDAQ:BKHAU) filed an 8-K disclosing that its Extraordinary General Meeting, originally set for June 27 2025, has been adjourned to July 1 2025 at 5:00 p.m. ET to solicit additional shareholder votes on the matters presented in the proxy statement. Shareholders of record as of June 2 2025 retain voting rights, and previously submitted proxies remain valid unless revoked.

The meeting will continue to be held virtually; no further action is required from investors who have already voted.

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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): June 27, 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.

Black Hawk Acquisition Corporation (the “Company”) has adjourned the Extraordinary General Meeting of Shareholders (the “Extraordinary General Meeting”), which was to be held on Friday, June 27, 2025, at 5:00 p.m. Eastern Time, in order to solicit additional votes on the matters listed in the notice of Extraordinary General Meeting and the proxy statement.

The Extraordinary General Meeting has been adjourned to Tuesday, July 1, 2025, at 5:00 p.m. Eastern Time and will continue to be held virtually.

Only shareholders of record, as of the record date, June 2, 2025 (the “Record Date”), are entitled to vote at the Extraordinary General Meeting, either in person or by proxy. Proxies previously submitted in respect of the Extraordinary General Meeting will be voted at the adjourned Extraordinary General Meeting unless properly revoked, and shareholders who have previously submitted a proxy or otherwise voted need not take any further action.

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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.

June 27, 2025

Black Hawk Acquisition Corporation
By:	/s/ Kent Louis Kaufman
Name:	Kent Louis Kaufman
Title:	Chief Executive Officer

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FAQ

Why did BKHAU adjourn its Extraordinary General Meeting?

The company needs more time to solicit additional votes on the proposals outlined in its proxy statement.

When is the rescheduled BKHAU shareholder meeting?

The meeting has been moved to July 1 2025 at 5:00 p.m. ET and will remain virtual.

Do BKHAU shareholders who already voted need to act again?

No. Previously submitted proxies will be voted at the adjourned meeting unless the shareholder properly revokes them.

What is the record date for voting eligibility in BKHAU’s meeting?

Only shareholders of record as of June 2 2025 are entitled to vote.