false
0002082149
00-0000000
0002082149
2026-01-27
2026-01-27
0002082149
DSACU:UnitsEachConsistingOfOneClassOrdinaryShareParValue0.0001PerShareAndOnefourthOfOneRedeemableWarrantMember
2026-01-27
2026-01-27
0002082149
DSACU:ClassOrdinarySharesParValue0.0001PerShareMember
2026-01-27
2026-01-27
0002082149
DSACU:WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50PerShareMember
2026-01-27
2026-01-27
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
January 27, 2026
Date of Report (Date of earliest event reported)
Daedalus Special Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands |
|
001-42998 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
| 50 Sloane Avenue, London, SW3 3DD, United Kingdom |
|
SW3 3DD |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including area
code: +44 207 297 3592
N/A
(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 |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
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, par value $0.0001 per share, and one-fourth of one redeemable warrant |
|
DSACU |
|
The Nasdaq Stock Market LLC |
| Class A ordinary shares, par value $0.0001 per share |
|
DSAC |
|
The Nasdaq Stock Market LLC |
| Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
DSACW |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
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.
On January 27, 2026, Daedalus
Special Acquisition Corp. (the “Company”) announced that, on or about January 29, 2026, the holders of the Company’s
units (the “Units”) may elect to separately trade the Class A ordinary shares and warrants included in the Units. Each Unit
consists of one Class A ordinary share and one-fourth of one redeemable warrant. Any Units not separated will continue to trade on The
Nasdaq Global Market (“Nasdaq”) under the symbol “DSACU.” Any underlying Class A ordinary shares and warrants
that are separated will trade on Nasdaq under the symbols “DSAC” and “DSACW,” 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 holders’ Units into Class A ordinary shares and warrants.
A copy of the press release
issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated January 27, 2026. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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: January 27, 2026
| |
Daedalus Special Acquisition Corp. |
| |
|
|
| |
By: |
/s/ Orkun Kilic |
| |
Name: |
Orkun Kilic |
| |
Title: |
Co-Chief Executive Officer |