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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): October 10, 2025
| CAYSON
ACQUISITION CORP |
| (Exact
Name of Registrant as Specified in Charter) |
| Cayman
Islands |
|
001-42280 |
|
N/A 00-0000000 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 205
W 37th St, New York, New York |
|
10018 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (203) 998-5540
| 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 (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)). |
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 right |
|
CAPNU |
|
The
Nasdaq Stock Market LLC |
| |
|
|
|
|
| Ordinary
Shares, par value $0.0001 per share |
|
CAPN |
|
The
Nasdaq Stock Market LLC |
| |
|
|
|
|
| Rights,
each entitling the holder to one tenth of one ordinary share upon the completion of the Company’s initial business combination |
|
CAPNR |
|
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
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers, Compensatory Arrangements of
Certain Officers.
On
October 10, 2025, the Board of Directors (the “Board”) of Cayson Acquisition Corp. (the “Company”) appointed
Sanxin Yan to fill a vacancy on the Board. Mr. Yan will serve on the Audit Committee and Compensation Committee.
Mr.
Yan will execute the Company’s standard form of indemnification agreement.
There
is no arrangement or understanding between Mr. Yan and any other persons pursuant to which Mr. Yan was appointed as a director, and he
has no direct or indirect material interest in any transaction required to be disclosed under Item 404(a) of Regulation S-K.
Sanxin
Yan has over 25 years of leadership experience in multinational corporations. Since May 2024, he has served as the Chairman of Board
of Directors of Hong Kong Joyful Bird International Capital Corporation Limited, an investment company, where he is responsible for strategic
planning, human resources, fundraising and investment decisions. Since October 2023, he has also been Chairman of Board of Directors
of US Starlines LLC, a textile company, where he oversees strategic planning, human resources, and marketing in both China and the US.
He has also served as Chief Executive Officer of Gold Mountain Winery, Inc., a vineyard and winemaking company, since December 2011,
where he is responsible for strategic planning, human resources, finance, and marketing in the US and China, and as Chief Executive Officer
of Hong Kong Starlines Corporation Limited, a garment company, since October 2001, where he oversees human resources and sales and marketing
for clients such as Gap, Old Navy, and Reyn Spooner. Mr. Yan received a Bachelor of Arts in British and American Literature from Wuhan
University, China.
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.
| Dated: |
October 14, 2025 |
CAYSON
ACQUISITION CORP |
| |
|
|
| |
|
By: |
/s/
Yawei Cao |
| |
|
|
Yawei
Cao |
| |
|
|
Chief
Executive Officer |
