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General Catalyst (NASDAQ: GCGRU) to split trading of shares and warrants

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

General Catalyst Global Resilience Merger Corp., a blank check company, announced that starting June 22, 2026, holders of its GRAIL securities can choose to trade the Class A ordinary shares and warrants separately. Each GRAIL security contains one Class A ordinary share and one-fourth of one warrant.

GRAIL securities that remain bundled will keep trading on Nasdaq under “GCGRU,” while separated Class A shares and warrants will trade under “GCGR” and “GCGRW.” Each whole warrant is exercisable for one Class A ordinary share at an exercise price of $11.50, and no fractional warrants will be issued.

Positive

  • None.

Negative

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Warrant exercise price $11.50 per share Each whole redeemable warrant for one Class A ordinary share
Class A par value $0.0001 per share Par value of Class A ordinary shares underlying GRAIL securities
Separate trading start date June 22, 2026 Date from which GRAIL holders may trade shares and warrants separately
Unit ticker GCGRU Nasdaq symbol for bundled GRAIL securities that remain unseparated
Share ticker GCGR Nasdaq symbol for separated Class A ordinary shares
Warrant ticker GCGRW Nasdaq symbol for separated redeemable warrants
Unit composition 1 share + 0.25 warrant Each GRAIL security includes one share and one-fourth of one warrant
Registration effectiveness date April 29, 2026 Date SEC declared effective the registration statement for GRAIL securities
blank check company financial
"the Company), a blank check company, announced that the holders"
A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.
GRAIL securities financial
"holders of the Company’s GRAIL securities (the “GRAIL Securities”) may elect"
Global Resilience Aligned Initial Listing financial
"its Global Resilience Aligned Initial Listing structure, or GRAIL structure, reflects its core values"
registration statement regulatory
"A registration statement relating to the GRAIL Securities and the securities included therein was declared effective"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
forward-looking statements regulatory
"This press release contains statements that constitute “forward-looking statements.”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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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): June 16, 2026

  

General Catalyst Global Resilience Merger Corp.

(Exact name of registrant as specified in its charter) 

 

Cayman Islands   001-43261   98-1910149
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

20 University Rd., 4th Floor CambridgeMassachusetts   02138
(Address of principal executive offices)   (Zip Code)

 

+1 (617234-7000

(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
GRAIL securities, each consisting of one Class A ordinary share, $0.0001 par value, and one-fourth of one redeemable warrant   GCGRU   The Nasdaq Stock Market LLC
Class A ordinary shares included as part of the GRAIL securities   GCGR   The Nasdaq Stock Market LLC
Redeemable warrants included as part of the GRAIL securities, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   GCGRW   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 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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 June 16, 2026, General Catalyst Global Resilience Merger Corp. (the “Company”), a blank check company, announced that the holders of the Company’s GRAIL securities (the “GRAIL Securities”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A ordinary shares”), and warrants included in the GRAIL Securities commencing on June 22, 2026. Each GRAIL Security consists of one Class A ordinary share and one-fourth of one warrant to purchase one Class A ordinary share. Any GRAIL Securities not separated will continue to trade on the Nasdaq Global Market (the “Nasdaq”) under the symbol “GCGRU”. Any underlying Class A ordinary shares and warrants that are separated will trade on the Nasdaq under the symbols “GCGR” and “GCGRW”, respectively. No fractional warrants will be issued upon separation of the GRAIL Securities and only whole warrants will trade. Holders of GRAIL Securities will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the holders’ GRAIL Securities into Class A ordinary shares and warrants.

 

A copy of the press release issued on June 16, 2026 by the Company, announcing the expected begin of the optional separate trading of the securities underlying the GRAIL Securities, is attached hereto as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press Release, dated June 16, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

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: June 16, 2026 General Catalyst Global Resilience Merger Corp.
     
  By: /s/ Christopher Kauffman
  Name: Christopher Kauffman
  Title: Chief Financial Officer

 

2

 

Exhibit 99.1

 

General Catalyst Global Resilience Merger Corp. Announces the Separate Trading of

its Class A Ordinary Shares and Warrants Commencing on June 22, 2026

 

BOSTON, MASSACHUSETTS, June 16, 2026 -- (GLOBE NEWSWIRE) -- General Catalyst Global Resilience Merger Corp. (NASDAQ: GCGRU) (the “Company”), a blank check company, today announced that, commencing June 22, 2026, holders of the Company’s GRAIL securities (“GRAIL Securities”) that were sold in the Company’s initial public offering may elect to separately trade the Company’s Class A ordinary shares and warrants included in the GRAIL Securities.

 

No fractional warrants will be issued upon separation of the GRAIL Securities and only whole warrants will trade. The Class A ordinary shares and warrants that are separated will trade on the Nasdaq under the symbols “GCGR” and “GCGRW”, respectively. Those GRAIL Securities not separated will continue to trade on the Nasdaq under the symbol “GCGRU”. Holders of GRAIL Securities will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the GRAIL Securities into Class A ordinary shares and warrants.

 

General Catalyst Global Resilience Merger Corp. is a newly organized blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. While the Company will not be limited to a particular industry or geographic region in its identification and acquisition of a target company, it intends to focus on Global Resilience sectors, including aerospace and defense, national security, industrials and manufacturing, and other associated opportunities. The Company believes that its Global Resilience Aligned Initial Listing structure, or GRAIL structure, reflects its core values and will attract high quality partners seeking a disciplined and aligned path to the public markets.

 

A registration statement relating to the GRAIL Securities and the securities included therein was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on April 29, 2026. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

Cautionary Note Concerning Forward Looking-Statements

 

This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement and final prospectus for the Company’s initial public offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contacts

 

Investor/Media Contact: gcgr@generalcatalyst.com

 

FAQ

What did General Catalyst Global Resilience Merger Corp. (GCGRU) announce in this 8-K?

The company announced that, beginning June 22, 2026, holders of its GRAIL securities can elect to separately trade the underlying Class A ordinary shares and warrants, instead of only trading the bundled units under the GCGRU symbol.

When will GCGRU’s Class A shares and warrants begin separate trading?

Separate trading is set to commence on June 22, 2026. From that date, investors can choose to continue holding GRAIL units or separate them into individual Class A ordinary shares and warrants for trading on the Nasdaq Global Market.

What are the Nasdaq ticker symbols for GCGRU’s separated securities?

Separated Class A ordinary shares will trade under the symbol GCGR, and the warrants will trade under GCGRW. GRAIL securities that remain bundled will continue to trade under the existing GCGRU ticker on the Nasdaq Global Market.

What does each GRAIL security of General Catalyst Global Resilience Merger Corp. include?

Each GRAIL security consists of one Class A ordinary share and one-fourth of one redeemable warrant. Every whole warrant can be exercised to purchase one Class A ordinary share at a specified exercise price stated in the registration documents.

What is the exercise price of GCGRU’s warrants after separation?

Each whole redeemable warrant is exercisable for one Class A ordinary share at an exercise price of $11.50. Only whole warrants will trade and be exercisable; no fractional warrants will be issued when GRAIL securities are separated.

How can GCGRU unit holders separate their GRAIL securities?

Holders must instruct their brokers to contact Continental Stock Transfer & Trust Company, the company’s transfer agent. The transfer agent will process the separation of GRAIL securities into individual Class A ordinary shares and warrants for separate trading on Nasdaq.

Filing Exhibits & Attachments

5 documents