[8-K] Cartesian Growth Corporation III Unit Reports Material Event

Rhea-AI Filing Summary

Cartesian Growth Corporation III filed a Form 8-K on 20 June 2025 announcing that, beginning on or about 24 June 2025, holders of its IPO units (ticker CGCTU) may elect to separate them into (i) one Class A ordinary share and (ii) one-half of one redeemable warrant. Once separated, the Class A shares and whole warrants are expected to trade on Nasdaq under the symbols CGCT and CGCTW, respectively, while unsplit units will continue to trade as CGCTU. No fractional warrants will be issued; only whole warrants will trade. Unit holders wishing to separate must instruct their brokers to contact the transfer agent, Continental Stock Transfer & Trust Company. The filing contains no financial results or additional corporate actions beyond this routine post-IPO milestone.

Insights

Financial Analyst

TL;DR – Routine SPAC milestone; neutral impact on valuation.

This 8-K merely informs investors that CGCTU units can be split into their component securities beginning 24 June 2025. Such separation is standard for SPACs several weeks after their IPO, improving secondary-market liquidity but not altering capital structure, cash balance, or deal pipeline. No earnings, redemptions, or business-combination details were disclosed, so the event is viewed as administratively important but financially immaterial.

SPAC Industry Specialist

TL;DR – Enables liquidity choice; negligible strategic signal.

Allowing holders to trade CGCT shares and warrants separately gives market participants flexibility to price equity versus optionality independently, often tightening bid-ask spreads. However, absent a announced target, the separation does not advance the de-SPAC timeline nor provide insight into prospective mergers. Therefore, investor impact is neutral; trading activity may rise around 24 June, but fundamental valuation remains unchanged.

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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 20, 2025

Cartesian Growth Corporation III
(Exact name of registrant as specified in its charter)

Cayman Islands (State or other jurisdiction of incorporation)		001-42629 (Commission File Number)		N/A (I.R.S. Employer Identification No.)
505 Fifth Avenue, 15th Floor New York, New York (Address of principal executive offices)			10017 (Zip Code)
	(212) 461-6363 (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:

¨ 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 and one-half of one redeemable warrant		CGCTU		The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share		CGCT		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50		CGCTW		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 8.01. Other Events.

On June 20, 2025, Cartesian Growth Corporation III (the “Company”) issued a press release, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”), announcing that, commencing on or about Tuesday, June 24, 2025, holders of the units sold in the Company’s initial public offering may elect to separately trade the Class A ordinary shares and warrants included in the units. The Class A ordinary shares and warrants that are separated are expected to trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “CGCT” and “CGCTW”, respectively. Any units not separated will continue to trade on Nasdaq under the symbol “CGCTU”. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Each holder of units will need to have its broker contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into Class A ordinary shares and warrants.

Forward-Looking Statements 

This Report includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the unit separation and the trading of the Company’s securities on Nasdaq. These statements are based on current expectations on the date of this Report and involve a number of risks and uncertainties that may cause actual results to differ significantly, including those risks set forth in the final prospectus for the Company’s initial public offering and other documents filed by the Company with the Securities and Exchange Commission (the “SEC”). Copies of such filings are available on the SEC’s website at www.sec.gov. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

Item 9.01. Financial Statements and Exhibits.

(d)       Exhibits.

Exhibit No.		Description
99.1		Press Release, dated June 20, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

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.

	Cartesian Growth Corporation III
	By:	/s/ Peter Yu
		Name: Peter Yu
		Title: Chief Executive Officer

Date: June 20, 2025

FAQ

When can CGCTU holders begin separating their units?

Starting on or about June 24, 2025, according to the Form 8-K.

What tickers will the separated securities trade under on Nasdaq?

Class A shares: CGCT; whole warrants: CGCTW.

Will fractional warrants be issued upon separation?

No, only whole warrants will be issued and trade.

How do investors separate Cartesian Growth III units?

They must have their broker contact Continental Stock Transfer & Trust Company, the transfer agent.

Does the filing include any financial results or merger announcements?

No. The 8-K is limited to the unit-separation announcement.

What risks are highlighted in the forward-looking statements section?

Management cites general uncertainties and refers investors to the SPAC’s IPO prospectus and SEC filings for detailed risk factors.