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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):
March 25, 2026
COLOMBIER ACQUISITION CORP. III
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-43096 |
|
98-1880474 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
375 South County Road, Suite 220
Palm Beach, FL 33480
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (561) 223-9937
Not Applicable
(Former name or former address, if changed since
last report)
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-eighth of one redeemable warrant |
|
CLBR U |
|
New York Stock Exchange |
| Class A ordinary shares, par value $0.0001 per share |
|
CLBR |
|
New York Stock Exchange |
| Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
CLBR WS |
|
New York Stock Exchange |
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)) |
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 8.01. Other Events.
Separate Trading of Class A Ordinary
Shares and Warrants
On March
25, 2026, Colombier Acquisition Corp. III (the “Company”) announced that, commencing on March 27, 2026, the holders
of the units issued in its initial public offering (the “Units”), each Unit consisting of one Class A ordinary share
of the Company, par value $0.0001 per share (the “Class A Ordinary Share”), and one-eighth of one warrant of the Company
(the “Warrant”), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50
per share, may elect to separately trade the Class A Ordinary Shares and the Warrants included in the Units. No fractional Warrants will
be issued upon separation of the Units and only whole Warrants will trade. The Class A Ordinary Shares and the Warrants are expected to
trade on the New York Stock Exchange under the symbols “CLBR” and “CLBR WS,” respectively. Holders of Units will
need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to
separate the Units into Class A Ordinary Shares and Warrants.
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated March 25, 2026. |
| 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.
| |
COLOMBIER ACQUISITION CORP. III |
| |
|
|
| Date: March 25, 2026 |
By: |
/s/ Omeed Malik |
| |
|
Name: Omeed Malik |
| |
|
Title: Chief Executive Officer |
Exhibit 99.1
Colombier Acquisition Corp. III Announces the Separate
Trading of its Class A Ordinary Shares and Warrants, Commencing March 27, 2026
New York, NY, Mar. 25, 2026 (GLOBE NEWSWIRE) –
Colombier Acquisition Corp. III (NYSE: CLBR U) (the “Company”) announced today that, commencing March 27, 2026, holders
of the units sold in the Company’s initial public offering may elect to separately trade the Company’s Class A ordinary shares
and warrants included in the units. No fractional warrants will be issued upon separation of the units and only whole warrants will trade.
The Class A ordinary shares and warrants that are separated will trade on the New York Stock Exchange under the symbols “CLBR”
and “CLBR WS,” respectively. Those units not separated will continue to trade on the New York Stock Exchange under the symbol
“CLBR U.”
This press release shall not constitute an offer to
sell or the solicitation of an offer to buy the securities of the Company, nor shall there be any sale of these securities in any state
or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction.
About Colombier Acquisition Corp. III
The Company is a blank check company formed for the
purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination
with one or more businesses. The Company may pursue an initial business combination in any business or industry but expects to focus on
a target in an industry where it believes its management team and founder’s expertise will provide it with a competitive advantage.
Forward-Looking Statements
This press release may include, and oral statements
made from time to time by representatives of the Company may include, “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding
possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of
historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking
statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently
available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements
as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”).
All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety
by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company,
including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s
initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after
the date of this release, except as required by law.
