STOCK TITAN

Blue Water Acquisition Corp. III (BLUW) approves new indemnity pact for directors and officers

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Blue Water Acquisition Corp. III filed a current report describing a new form of indemnity agreement for its directors and officers appointed on November 25, 2025. This new agreement replaces the prior indemnity form that applied to former directors and officers who resigned on that date.

Under the new indemnity agreement, the company will indemnify, hold harmless and exonerate each covered individual to the fullest extent permitted by applicable law and its amended and restated memorandum and articles of association. The agreement also provides for the advancement of expenses, to the fullest extent not prohibited by Cayman Islands or Delaware law, and sets out procedures, qualifications and limitations for seeking indemnification. The form of the indemnity agreement is filed as Exhibit 10.1.

Positive

  • None.

Negative

  • None.
false 0002050501 0002050501 2026-01-21 2026-01-21 0002050501 BLUW:UnitsEachConsistingOfOneClassOrdinaryShareParValue0.0001PerShareAndOnehalfOfOneRedeemableWarrantMember 2026-01-21 2026-01-21 0002050501 BLUW:ClassOrdinarySharesParValue0.0001PerShareMember 2026-01-21 2026-01-21 0002050501 BLUW:WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50PerShareMember 2026-01-21 2026-01-21 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): January 21, 2026

 

 

Blue Water Acquisition Corp. III

(Exact name of Registrant as Specified in Its Charter)

 

 

Cayman Islands   001-42692   33-2301550
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1012 Springfield Avenue    
Mountainside, New Jersey   07092
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (201) 985-8300

 

N/A

(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 Act:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
Units, each consisting of one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrant   BLUWU   The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share   BLUW   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share   BLUWW   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 x

 

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 1.01. Entry into a Material Definitive Agreement.

 

Indemnity Agreement

 

On January 21, 2026, the Board of Directors of Blue Water Acquisition Corp. III (the “Company”) approved a new form of Indemnity Agreement (the “Indemnity Agreement”) to be entered into with the Company’s directors and officers (each, an “Indemnitee”) who were appointed on November 25, 2025. The Indemnity Agreement supersedes and replaces the previous form of indemnity agreement filed as Exhibit 10.6 to the Company’s Form 8-K filed on June 12, 2025, and to which the Company’s prior directors and officers, all of whom resigned on November 25, 2025, were parties. The Company’s directors and officers who were appointed on November 25, 2025, were never party to such previous form of indemnity agreement, and instead, will only be a party to the Indemnity Agreement.

 

Pursuant to the Indemnity Agreement, the Company will, among other things, indemnify, hold harmless and exonerate each Indemnitee to the fullest extent permitted by applicable law and the Company’s amended and restated memorandum and articles of association (the “A&R Memorandum and Articles”) if the Indemnitee becomes involved in certain claims, proceedings or investigations by reason of the Indemnitee’s service to and activities on behalf of the Company. The Indemnity Agreement also provides for the advancement of expenses (to the fullest extent not prohibited by Cayman Islands or Delaware law, whichever is more favorable to the Indemnitee) and establishes procedures, as well as qualifications and limitations, that will apply to claims for indemnification thereunder, subject to the Indemnity Agreement’s exclusions. Each Indemnity Agreement is intended to provide contractual rights that supplement and are in furtherance of the indemnification provided in the Company’s A&R Memorandum and Articles and applicable law.

 

The foregoing description of the Indemnity Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Indemnity Agreement, which is filed hereto as Exhibit 10.1 and which is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
   
10.1   Form of Indemnity Agreement.
104   Cover Page Interactive Data File (embedded within 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.

 

BLUE WATER ACQUISITION CORP. III  
     
By: /s/ Troy Rillo  
Name: Troy Rillo  
  Chief Financial Officer  

 

Date: January 22, 2026

 

 

FAQ

What did Blue Water Acquisition Corp. III (BLUW) disclose in this 8-K?

The company disclosed that its board approved a new form of Indemnity Agreement for directors and officers appointed on November 25, 2025, replacing the prior form used for former directors and officers.

Who is covered by the new indemnity agreement at BLUW?

The new Indemnity Agreement covers each director and officer of Blue Water Acquisition Corp. III who was appointed on November 25, 2025, referred to as an Indemnitee in the document.

What protections does the new BLUW indemnity agreement provide?

The agreement provides that the company will indemnify, hold harmless and exonerate each Indemnitee to the fullest extent permitted by applicable law and the company’s amended and restated memorandum and articles of association if they become involved in specified claims, proceedings or investigations due to their service.

Does the BLUW indemnity agreement include expense advancement?

Yes. The Indemnity Agreement provides for the advancement of expenses to the fullest extent not prohibited by Cayman Islands or Delaware law, whichever is more favorable to the Indemnitee, subject to the agreement’s procedures and limitations.

How does the new BLUW indemnity agreement relate to prior agreements?

The new Indemnity Agreement supersedes and replaces the previous form filed as Exhibit 10.6 on June 12, 2025. Prior directors and officers who resigned on November 25, 2025 were parties to the old form, while the current directors and officers will only be parties to the new agreement.

Where can investors see the full BLUW indemnity agreement text?

The complete form of the Indemnity Agreement is filed as Exhibit 10.1 to the report and is incorporated by reference.
Blue Water Acqsn

NASDAQ:BLUW

BLUW Rankings

BLUW Latest News

BLUW Latest SEC Filings

BLUW Stock Data

333.42M
25.98M
5.77%
0.08%
Shell Companies
Blank Checks
United States
GREENWICH