STOCK TITAN

$5K loan lets Constellation (CSTAF) push SPAC deal deadline

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

Rhea-AI Filing Summary

Constellation Acquisition Corp I obtained an additional short-term funding draw to keep its SPAC process alive for another month. On June 26, 2026, the company drew $5,000 of extension funds under an unsecured promissory note with Constellation Sponsor LP and deposited this amount into its trust account for public shareholders.

This deposit extends the deadline to complete an initial business combination from June 29, 2026 to July 29, 2026. The filing states this is the fifth of up to eleven one‑month extensions allowed under its governing documents. The note bears no interest and will mature when the initial business combination closes. If no transaction occurs, the note will be repaid only from cash remaining outside the trust account, if any, preserving the trust for public shareholders.

Positive

  • None.

Negative

  • None.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Extension Funds drawn $5,000 Draw under unsecured promissory note on June 26, 2026
New combination deadline July 29, 2026 Extended from June 29, 2026 by one month
Number of extensions used Fifth of eleven One‑month extensions permitted under memorandum and articles
Warrant exercise price $11.50 per share Redeemable warrant for one Class A ordinary share
Par value per Class A share $0.0001 Class A ordinary shares listed in the filing
Emerging growth company regulatory
"Emerging growth company Item 2.03."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
redeemable warrants financial
"Redeemable warrants, each whole warrant exercisable for one Class A ordinary share"
A redeemable warrant is a tradable right that lets its holder buy a company’s shares at a fixed price before a set date, but the issuer has the contract power to cancel (redeem) the warrant early under agreed terms. For investors this matters because early redemption can force decision-making, change the timing of when new shares might be created, and affect potential gains or dilution—much like a store coupon that the issuer can cancel by paying you off instead of letting you use it.
trust account financial
"Extension Funds the Company deposited into the Company’s trust account for its public shareholders."
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
initial business combination financial
"date by which it must complete its initial business combination from June 29, 2026 to July 29, 2026"
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
unsecured promissory note financial
"pursuant to the unsecured promissory note, dated January 30, 2024"
An unsecured promissory note is a written IOU in which a borrower promises to repay a loan plus any interest but does not pledge any asset as collateral. Investors care because it relies solely on the borrower’s ability to pay—like lending money to someone without holding their watch as security—so it usually carries higher interest and higher risk and ranks below secured debt if the borrower defaults, affecting expected recovery and company credit profile.
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Learn about SEC filing dates
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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 26, 2026

 

CONSTELLATION ACQUISITION CORP I

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-39945   98-1574835
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1290 Avenue of the Americas
10th Floor
New York, NY
  10104
(Address of principal executive offices)   (Zip Code)

 

(212) 983-1602

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
Class A ordinary shares, par value $0.0001 per share   CSTAF   OTCID Basic Market
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   CSTWF   OTCID Basic Market
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant   CSTUF   OTCID Basic Market

 

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 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant.

 

On June 26, 2026, Constellation Acquisition Corp I (the “Company”) drew an aggregate of $5,000 (the “Extension Funds”), as approved by unanimous resolution of the extension committee of the Company’s board of directors, dated June 26, 2026, pursuant to the unsecured promissory note, dated January 30, 2024 between the Company and Constellation Sponsor LP (the “Note”), which Extension Funds the Company deposited into the Company’s trust account for its public shareholders. This deposit enables the Company to extend the date by which it must complete its initial business combination from June 29, 2026 to July 29, 2026 (the “Extension”). The Extension is the fifth of eleven one-month extensions permitted under the Company’s amended and restated memorandum and articles of association and provides the Company with additional time to complete its initial business combination. The Note does not bear interest and matures upon closing of the Company’s initial business combination. In the event that the Company does not consummate a business combination, the Note will be repaid only from amounts remaining outside of the Company’s trust account, if any.

 

1

 

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: June 29, 2026

 

  CONSTELLATION ACQUISITION CORP I
   
  By: /s/ Chandra R. Patel
  Name:  Chandra R. Patel
  Title: Chief Executive Officer

 

2

 

FAQ

What did Constellation Acquisition Corp I (CSTAF) announce in this 8-K?

Constellation Acquisition Corp I disclosed it drew $5,000 under an unsecured promissory note with its sponsor and deposited the funds into its trust account. This draw allows the SPAC to extend its deadline to complete an initial business combination by one month.

How long is Constellation Acquisition Corp I extending its SPAC deadline?

The company is extending its business combination deadline by one month, moving it from June 29, 2026 to July 29, 2026. This one‑month extension is described as the fifth of up to eleven monthly extensions permitted under its amended and restated memorandum and articles.

How is the CSTAF extension funded and where is the money held?

The extension is funded by drawing $5,000 of "Extension Funds" under an unsecured promissory note from Constellation Sponsor LP. The company deposited this amount into its trust account for public shareholders, which is the pool of funds backing the SPAC’s public shares.

What are the key terms of the Constellation Acquisition promissory note?

The unsecured promissory note bears no interest and matures upon closing of the initial business combination. If the SPAC does not complete a business combination, the note will be repaid only from amounts remaining outside the trust account, if any, protecting the trust balance.

How many monthly extensions has Constellation Acquisition used so far?

The filing states this is the fifth of eleven one‑month extensions permitted under the company’s amended and restated memorandum and articles of association. Each funded extension gives Constellation Acquisition Corp I additional time to seek and complete an initial business combination.

What securities of Constellation Acquisition Corp I are listed in the filing?

The filing lists Class A ordinary shares with par value $0.0001 per share trading under symbol CSTAF, redeemable warrants exercisable for one Class A share at an exercise price of $11.50 under CSTWF, and units combining one share plus one‑third warrant under CSTUF.

Filing Exhibits & Attachments

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