Welcome to our dedicated page for FG Merger II SEC filings (Ticker: FGMC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for FG Merger II Corp. (FGMC) provides access to the company’s regulatory disclosures as a Nasdaq-listed special purpose acquisition company. FG Merger II Corp. is described in its public documents as a blank check company formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.
Among the key filings highlighted in the available information is a Current Report on Form 8-K dated November 3, 2025. In this filing, FG Merger II Corp. reports entering into an Amendment to its Agreement and Plan of Merger with BOXABL Inc. and FG Merger Sub II Inc. The amendment extends the agreement end date for the merger from December 31, 2025 to March 31, 2026, and the full text of the amendment is included as an exhibit to the Form 8-K.
Other important documents referenced in company communications include a registration statement on Form S-4 filed with the U.S. Securities and Exchange Commission. This Form S-4 contains a preliminary joint proxy statement/prospectus for FGMC shareholders and BOXABL stockholders regarding the proposed merger and related matters, as well as a prospectus relating to the FGMC securities to be issued to BOXABL stockholders upon completion of the transaction.
Through Stock Titan’s interface, users can review FG Merger II Corp.’s Forms 8-K and the referenced Form S-4, along with any related exhibits. These filings explain the structure of the proposed business combination with BOXABL, outline conditions to closing, and include detailed risk disclosures and forward-looking statement language. Together, they form the primary source of official information about FGMC’s SPAC activities and its planned combination with BOXABL.
FG Merger II Corp. filed a Rule 425 communication about its proposed two-step merger with Boxabl Inc. Under the Agreement and Plan of Merger, a first-step merger will make Boxabl a wholly owned subsidiary of FG Merger II, followed by a second-step merger in which FG Merger II will be the surviving public company and change its name to BOXABL Inc.
The filing references a Bloomberg article noting the pending SPAC deal values Boxabl at $3.5 billion and is expected to close by year-end. The communication also states FG Merger II has filed a Form S-4 containing a proxy statement/prospectus; after effectiveness, definitive materials will be mailed to shareholders for a vote on the transaction.
The forward-looking statements section highlights risks typical for de-SPACs, including potential redemptions by FG Merger II shareholders that could leave the combined company with insufficient cash, regulatory approvals, and the need to operate as a public company after closing.
FG Merger II Corp. (FGMC) proposes a two-step merger with BOXABL that would create a Combined Company renamed BOXABL Inc. The transaction would issue 247,910,599 shares of Combined Company Common Stock to holders of BOXABL common stock and 102,089,401 shares of Combined Company Merger Preferred Stock to holders of BOXABL preferred stock. FGMC's sponsor paid $25,000 for 2,000,000 Founder Shares (pre-IPO) and holds additional private units and warrants; at closing the sponsor would own 2,273,130 Combined Company shares, with an indicated aggregate market value of approximately $22.7 million based on FGMC trading at $9.97 on September 12, 2025.
The proxy discloses material risks: Founder Shares and private units lack redemption rights and may be worthless if no business combination occurs by January 30, 2027; the Trust Account held approximately $81.7 million in U.S. government securities as of September 12, 2025; significant governance provisions may leave the Combined Company classified as a controlled company, limiting certain shareholder protections. The Merger Agreement contains exclusivity, potential dilution, and indemnity provisions; FGMC directors note litigation, listing, and execution risks.