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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): May 8, 2026
Fifth Era Acquisition Corp I
(Exact
name of registrant as specified in its charter)
| Cayman
Islands |
|
001-42539 |
|
36-5108801 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification
No.) |
PO
Box 1093 Boundary Hall
Cricket
Square, Grand
Cayman
KY1-1102,
Cayman Islands
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: +1 (345) 814-5726
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 |
| Units,
each consisting of one Class A ordinary share and one right |
|
FERAU |
|
The
Nasdaq Stock Market LLC |
| Class
A ordinary shares, par value $0.0001 per share |
|
FERA |
|
The
Nasdaq Stock Market LLC |
| Rights,
each right entitling the holder to receive one-tenth (1/10) of one Class A ordinary share upon the consummation of the initial business
combination |
|
FERAR |
|
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 (§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 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers.
(a) Resignation of Chief Financial Officer.
On May 8, 2026, Christopher Linn informed the
Board of Directors (the “Board”) of Fifth Era Acquisition Corp I, a Cayman Islands corporation (the “Company”),
of his resignation as the Company’s Chief Financial Officer. The Board accepted Mr. Linn’s resignation effective immediately.
Mr. Linn’s resignation was not the result
of any disagreement with the Company regarding its operations, policies or practices, including any matter relating to the Company’s
financial reporting or accounting practices.
(b) Appointment of New Chief Financial Officer.
On May 8, 2026, the Board appointed Christopher
Nelson as the Company’s Chief Financial Officer, effective immediately. Mr. Nelson, age 29, has supported the Company’s accounting,
finance and reporting functions since the Company’s IPO and performed similar functions for the management team’s prior SPAC
from 2021 to 2024.
Mr. Nelson previously served as an Investment Associate, then as Head
of Research and later as Director of Finance at Fifth Era Partners, formerly Blockchain Coinvestors, a venture capital firm focused on
early-stage blockchain and artificial intelligence investments, where he had significant responsibility for investment research, evaluation
of prospective investments, financial planning and firm operations, beginning in 2021. Prior to joining Fifth Era Partners, Mr. Nelson
consulted on executive and board compensation at Mercer, a Marsh McLennan company, beginning in 2019. Mr. Nelson received a Bachelor of
Business Administration from the Olin Business School at Washington University in St. Louis.
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.
| |
FIFTH ERA ACQUISITION CORP I |
| |
|
|
| Date:
May 14, 2026 |
By: |
/s/ Mitchell
Mechigian |
| |
|
Name: |
Mitchell Mechigian |
| |
|
Title: |
Chief Executive Officer |