ClimateRock (CLRCF) shareholders approved an amendment extending the deadline to complete an initial Business Combination from November 2, 2026, to May 2, 2027, or an earlier date determined by the board in its sole discretion. The extension proposal received 1,968,750 votes for and zero against or abstaining.
Holders of 227 Public Shares exercised redemption rights for a pro rata portion of the Trust Account. Approximately $3,047, or approximately $13.42 per share, will be removed from the Trust Account to pay them. After the redemptions, 7,582 Public Shares were issued and outstanding. ClimateRock filed the Articles Amendment with the Cayman Islands Registrar of Companies on October 29, 2026.
ClimateRock (CLRRF) amended its merger agreement with GreenRock and Holdings for the proposed business combination. The amendment removes the contemplated acquisition of TEP Renewables Limited as a closing condition and removes the earnout escrow. It clarifies that Holdings' closing share consideration increases from 28,000,000 to 32,000,000 ordinary shares after removing shares subject to the earnout escrow, while aggregate merger consideration remains unchanged. The amendment also extends the agreement's outside date from May 2, 2025, to March 31, 2027.
ClimateRock (CLRCF), GreenRock, Holdings and the two merger subsidiaries amended their merger agreement on October 19, 2026, for the proposed business combination. The amendment removes the contemplated acquisition of TEP Renewables Limited as a closing condition and removes the earnout escrow.
It clarifies that the closing share consideration increased from 28,000,000 to 32,000,000 ordinary shares of Holdings after the shares subject to earnout escrow were removed, while aggregate merger consideration remains unchanged. The parties also extended the agreement’s outside date from May 2, 2025, to March 31, 2027.
ClimateRock, a Cayman Islands exempted company, reports that independent director Niels Brix resigned from its board and all committees, effective immediately on July 7, 2026. He had served as an independent director since December 2021.
The resignation was attributed to a lapse in the companys directors and officers insurance coverage. ClimateRock states that this D&O insurance coverage was restored effective as of July 7, 2026. The company has given Mr. Brix the opportunity to submit a letter commenting on these disclosures and plans to file any such letter as an exhibit by amendment within two business days of receipt.
Clear Street LLC filed Amendment No. 1 to a Schedule 13G for ClimateRock common stock (CUSIP G2311X100). The amendment states Clear Street LLC beneficially owns 0 shares (0.0%) and terminates its reporting obligation because its ownership does not meet the 5% reporting threshold. The cover shows issuer address in London and the amendment is signed on 05/20/2026.
ClimateRock notified the SEC that it cannot file its Form 10-Q for the quarterly period ended March 31, 2026 within the prescribed time because "additional time is needed to finalize the financial statements" and the delay is asserted to be "without unreasonable effort or expense." The notice was signed by Per Regnarsson on May 15, 2026. The filing also states the Annual Report on Form 10-K for the fiscal year ended December 31, 2025 remains outstanding.
Clear Street LLC reported beneficial ownership of 128,704 shares of ClimateRock common stock, representing 6.1% of the class. The filing lists sole voting and sole dispositive power over the 128,704 shares. The statement is signed by John DiBacco as Head of Markets Trading on 05/13/2026.
ClimateRock held an extraordinary general meeting where shareholders approved an Extension Amendment to its memorandum and articles of association. This extends the deadline to complete an initial business combination from May 2, 2026 to November 2, 2026, or an earlier date set by the board.
The Extension Amendment Proposal and the Adjournment Proposal each received 2,086,876 votes in favor, with no votes against or abstentions. Shareholders holding 4,543 Public Shares redeemed their shares for a pro rata portion of the Trust Account, and approximately $59.9 million, or about $13.19 per share, will be paid to these holders.
After these Meeting Redemptions, 7,809 Public Shares remain issued and outstanding. The company filed the Articles Amendment with the Cayman Islands Registrar of Companies on May 1, 2026, formalizing the extended business combination deadline.
ClimateRock is asking shareholders to approve a fifth extension of its deadline to complete an initial business combination, moving the current May 2, 2026 termination date out to November 2, 2026, and to authorize a possible adjournment of the meeting if support is insufficient.
Public shareholders may redeem their Class A ordinary shares in connection with the extension for cash from the trust account. As of April 10, 2026, the trust held about $162,545, equating to approximately $13.16 per Public Share versus a market price of $12.10. If the extension is not approved and no deal closes by May 2, 2026, ClimateRock would redeem all Public Shares and then liquidate.
ClimateRock’s shareholders Feis Equities LLC and Lawrence M. Feis now report no ownership in the company’s Class A ordinary shares. In this amended Schedule 13G, both reporting persons state they beneficially own 0 shares, representing 0% of the Class A share class. All voting and dispositive powers are listed as zero, meaning they no longer have the right to vote or dispose of any ClimateRock Class A shares.
The filing notes that this 0% figure is based on 2,535,305 Class A ordinary shares outstanding as of October 15, 2025, as reported by ClimateRock. The reporting persons also certify that the securities referenced were not acquired or held to change or influence control of ClimateRock.