Constellation Acquisition (CSTAF) adds one month to merger deadline

Rhea-AI Filing Summary

Constellation Acquisition Corp I extended the deadline to complete its initial business combination by one month, from March 29, 2026 to April 29, 2026. The company drew $5,000 under an unsecured promissory note with Constellation Sponsor LP and deposited these funds into its trust account to support the extension.

This is the second of up to eleven one‑month extensions allowed under its governing documents. The note bears no interest and will mature when a business combination closes, and if no deal is completed it is repayable only from cash held outside the trust account.

Insights

SPAC capital structure analyst

Small sponsor loan funds a one‑month SPAC life extension.

Constellation Acquisition Corp I used a modest $5,000 draw on an unsecured promissory note from its sponsor to extend its merger deadline from March 29, 2026 to April 29, 2026. The cash went into the SPAC’s trust account for public shareholders.

The filing notes this is the second of up to eleven one‑month extensions permitted. The note carries no interest and matures at the closing of the initial business combination, with repayment limited to funds outside the trust if no transaction occurs. Economically, this is a routine sponsor-funded extension without incremental dilution terms disclosed in the excerpt.

8-K Event Classification

Item 2.03 — Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

1 item

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.

Key Figures

Extension Funds: $5,000 Original deadline: March 29, 2026 Extended deadline: April 29, 2026 +2 more

5 metrics

Extension Funds $5,000 Drawn on March 26, 2026 under unsecured promissory note

Original deadline March 29, 2026 Initial business combination deadline before extension

Extended deadline April 29, 2026 Initial business combination deadline after extension

Allowed extensions Eleven one‑month extensions Second of eleven extensions under governing documents

Warrant exercise price $11.50 per share Each whole warrant exercisable for one Class A ordinary share

Key Terms

trust account, initial business combination, unsecured promissory note, off-balance sheet arrangement, +1 more

5 terms

trust account financial

"which 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

"extend the date by which it must complete its initial business combination from March 29, 2026 to April 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 between the Company and Constellation Sponsor LP"

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.

off-balance sheet arrangement financial

"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement"

redeemable warrants financial

"Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50"

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.

Understanding 8-K Material Events →

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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 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 March 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 March 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 March 29, 2026 to April 29, 2026 (the “Extension”). The Extension is the second 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: March 30, 2026

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

2

FAQ

What action did Constellation Acquisition Corp I (CSTAF) report in this filing?

Constellation Acquisition Corp I reported extending its deadline to complete an initial business combination by one month. The date moved from March 29, 2026 to April 29, 2026, funded by a small sponsor loan deposited into the company’s trust account for public shareholders.

How much did CSTAF draw to fund its March 2026 extension?

The company drew $5,000 in “Extension Funds” under an unsecured promissory note with Constellation Sponsor LP. These funds were deposited into the trust account, enabling the SPAC to extend its business combination deadline by one month under its governing documents.

How many extensions are available to Constellation Acquisition Corp I?

The filing states the March 2026 extension is the second of eleven one‑month extensions permitted. This framework is set out in the company’s amended and restated memorandum and articles of association, giving multiple opportunities to extend its initial business combination deadline incrementally.

What are the key terms of CSTAF’s unsecured promissory note with its sponsor?

The unsecured promissory note bears no interest and matures upon closing of the initial business combination. If the company fails to complete a business combination, the note will be repaid only from amounts remaining outside the trust account, limiting recourse to protected shareholder funds.

Does the extension affect the CSTAF trust account for public shareholders?

Yes. The company deposited the $5,000 Extension Funds into its trust account for public shareholders. This deposit accompanies the one‑month extension and keeps the trust structure in place while the SPAC continues pursuing an initial business combination under its extension rights.

What securities of Constellation Acquisition Corp I are listed and where do they trade?

The filing lists Class A ordinary shares, redeemable warrants, and units each comprising one share plus one‑third of a warrant. These trade under symbols CSTAF, CSTWF, and CSTUF respectively on the OTCID Basic Market, reflecting the SPAC’s listed capital structure.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 4.1 KB
• EX-101 XBRL DEFINITION FILE 26.7 KB
• EX-101 XBRL LABEL FILE 37.1 KB
• EX-101 XBRL PRESENTATION FILE 25.4 KB