STOCK TITAN

Constellation Acquisition uses 7th $5K extension

Constellation Acquisition Corp I (CSTAF) disclosed that on August 28, 2026 it drew $5,000 under an unsecured promissory note with Constellation Sponsor LP to fund an extension of its deadline to complete an initial business combination.

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Constellation Acquisition Corp I (CSTAF) disclosed that on August 28, 2026 it drew $5,000 under an unsecured promissory note with Constellation Sponsor LP to fund an extension of its deadline to complete an initial business combination. The funds were deposited into the trust account for public shareholders.

This draw allows the company to extend the business combination deadline from August 29, 2026 to September 29, 2026, representing the seventh of up to eleven one-month extensions permitted under its amended and restated memorandum and articles of association. The note bears no interest and matures upon closing of the initial business combination, and if no business combination occurs it will be repaid only from amounts remaining outside the trust account, if any.

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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 Aggregate amount drawn on August 28, 2026 under the unsecured promissory note
Warrant exercise price $11.50 per share Each whole redeemable warrant exercisable for one Class A ordinary share
Prior business combination deadline August 29, 2026 Original date by which the company had to complete its initial business combination
Extended business combination deadline September 29, 2026 New deadline enabled by the August 28, 2026 Extension Funds deposit
Number of extensions used 7 Seventh one‑month extension of up to eleven permitted
Maximum permitted one‑month extensions 11 Total number of one‑month extensions allowed under governing documents
Par value of Class A ordinary shares $0.0001 per share Par value of Class A ordinary shares registered
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.
trust account financial
"which Extension Funds the Company deposited into the Company’s trust account"
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"
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.
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.
off-balance sheet arrangement financial
"Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement"
An off-balance sheet arrangement is a financial commitment or asset that a company keeps out of its main financial statements so it does not show up as a direct asset or liability. Think of it like renting equipment or using a separate storage locker instead of putting the item in your home: the economic effects exist, but they aren’t listed on the company’s primary balance sheet. Investors care because these arrangements can hide risks, obligations or sources of cash flow that affect a company’s true financial strength and future performance.
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.

FAQ

What direct financial obligation did CSTAF create on August 28, 2026?

Constellation Acquisition Corp I created a $5,000 obligation by drawing on an unsecured promissory note with Constellation Sponsor LP. The company deposited these Extension Funds into its trust account to finance a one‑month extension of its initial business combination deadline.

How did CSTAF change its business combination deadline?

Constellation Acquisition Corp I extended its initial business combination deadline from August 29, 2026 to September 29, 2026 by depositing $5,000 of Extension Funds into its trust account, as allowed under its amended and restated memorandum and articles of association.

How many extensions has CSTAF used and how many are permitted?

Constellation Acquisition Corp I used the seventh of up to eleven one‑month extensions permitted under its amended and restated memorandum and articles of association, providing additional time to complete its initial business combination.

What are the key terms of CSTAF’s promissory note for the Extension Funds?

The promissory note for the $5,000 Extension Funds is unsecured, bears no interest, and matures upon closing of Constellation Acquisition Corp I’s initial business combination. If no business combination is consummated, repayment will occur only from funds remaining outside the trust account, if any.

What are CSTAF’s listed securities and warrant exercise price?

Constellation Acquisition Corp I lists Class A ordinary shares, redeemable warrants, and units on the OTCID Basic Market. Each whole redeemable warrant is exercisable for one Class A ordinary share at an exercise price of $11.50 per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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): August 28, 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 August 28, 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 August 28, 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 August 29, 2026 to September 29, 2026 (the “Extension”). The Extension is the seventh 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.

 

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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: August 28, 2026

 

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

 

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Filing Exhibits & Attachments

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