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GigCapital7 Corp. 8-K Filings

GIG NASDAQ

Every 8-K that GigCapital7 Corp. (GIG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow GIG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GIG filings page.

Rhea-AI Summary

Hadron Energy, Inc. approved initial cash compensation for four senior executives following the closing of its business combination. The Board set a base salary of $400,000 for Chief Executive Officer Samuel Gibson, with a target annual bonus equal to 50% of base salary.

Chief Financial Officer Rahul Shukla will receive a base salary of $350,000 and a target bonus of 40% of salary. Chief Technology Officer Dr. Andrew M. Ward and Chief Operating Officer Ken Canavan will each receive a $300,000 base salary and a 40% target bonus. Bonuses will be paid under an executive incentive plan to be established and are tied to performance goals, with any earned bonus payable within two and one-half months after the end of the applicable calendar year. These figures do not include potential future equity-based awards under the company’s 2026 equity incentive plan.

Rhea-AI Summary

Hadron Energy, Inc. completed its business combination with GigCapital7, transitioning from a SPAC shell to an operating micro‑reactor company now trading on Nasdaq as HDRN and HDRNW. Approximately 84% of GigCapital7 public shares, or 16,834,491 shares, were redeemed for $10.71267171 per share, leaving about $33.9 million in trust cash at closing.

After the deal, Hadron Energy had 71,498,842 common shares outstanding, with directors, officers and affiliates holding 58,075,308 shares, or about 77.2%, giving insiders tight control. The company also adopted a 2026 equity incentive plan reserving 10,021,784 shares and put lock‑ups on certain insider and award shares.

Separate standalone financials show a pre‑revenue nuclear technology developer with a stockholders’ deficit of $43.7 million as of March 31, 2026, a SAFEs liability of $34.5 million and an accrued legal settlement of $11.7 million. A non‑cash gain on SAFEs and a reduction in the legal settlement drove Q1 2026 net income of $13.4 million, but management discloses substantial doubt about the company’s ability to continue as a going concern without additional financing.

Rhea-AI Summary

Hadron Energy, Inc., formerly SPAC GigCapital7, completed its business combination with Hadron Energy Operating Company, becoming a Nasdaq-traded light-water micro‑modular reactor company under the symbols HDRN and HDRNW.

Before the shareholder meeting, holders of 16,834,491 Public Shares out of 20,000,000 redeemed at $10.71267171 per share, for an aggregate $180,342,375.50, leaving 3,165,509 Public Shares and about $33.9 million in the trust account immediately prior to closing. After redemptions and unit separation, there were 71,498,842 shares of common stock outstanding, public warrants for 20,000,000 shares at $11.50, private warrants for 3,719,000 shares at $11.50, and additional 5,000,000 warrants at $12.00.

Press materials state that approximately $28 million of trust cash plus about $2.8 million from $7.5 million of SAFE bridge financings produced roughly $31 million of cash at closing, and about $24.45 million after roughly $6.5 million of expenses, with no debt. Directors, executives and affiliates beneficially owned about 75.9% of the combined company, while former GigCapital7 shareholders held about 23%. Concurrently, Hadron entered into an amended Registration Rights Agreement covering resale registrations and a Lock-Up Agreement restricting certain insiders from selling their shares for defined periods or until trading and transaction-based triggers are met.

Rhea-AI Summary

GigCapital7 Corp. completed a legal move, or “Domestication,” from the Cayman Islands to Delaware on May 8, 2026, ahead of its planned business combination with Hadron Energy, Inc. The company adopted a new Delaware charter and bylaws at the same effective time.

The filing states that this Domestication did not change GigCapital7’s business, management, employees, properties, contracts, assets, liabilities or net worth other than related costs. Each existing Class A and Class B ordinary share, unit and warrant automatically converted into corresponding Delaware common stock, units and warrants on a one-for-one basis.

All outstanding rights and warrants linked to the pre-domestication securities now relate to the same number of domesticated securities on the same terms, and stockholders are not required to exchange their certificates. The domesticated common stock continues trading on Nasdaq under the symbol “GIG”.

Rhea-AI Summary

GigCapital7 Corp. is updating investors on share arrangements tied to its proposed merger with Hadron Energy, Inc. Public stockholders have entered into Non-Redemption Agreements covering an aggregate 2,000,000 Ordinary Shares, agreeing not to redeem these shares before the vote on the business combination.

GigCapital7 and Hadron also signed a Forward Purchase Agreement for an OTC equity prepaid forward on up to 546,219 Ordinary Shares. The seller receives a cash prepayment based on the redemption price, funded from the SPAC trust, and must hold or sell shares only at prices of at least $12.00 per share.

Rhea-AI Summary

GigCapital7 Corp. has entered into Non-Redemption Agreements with certain public stockholders who agreed not to redeem an aggregate of 1,800,000 Class A shares in connection with its proposed business combination with Hadron Energy, Inc. These shares correspond to approximately $19.3 million remaining in GigCapital7’s trust account, with potential for additional agreements.

The press release notes these funds are being added to about $7.6 million previously provided to Hadron via a SAFE bridge note, for a total equity raise of roughly $26.9 million, which exceeds the Business Combination Agreement’s minimum cash condition of $20 million at closing. GigCapital7 also issued a proxy supplement updating shareholders on the Non-Redemption Agreements ahead of the extraordinary general meeting scheduled for May 7, 2026, with a redemption deadline of 5:00 p.m. Eastern Time on May 5, 2026.

Rhea-AI Summary

GigCapital7 Corp. updates key terms of its planned merger with Hadron Energy and related financing. The parties signed a Second Amendment cutting Hadron’s “Public Company (Pre-Capital Raise) Valuation” to $776,599,997, reducing Aggregate Merger Consideration to 60,000,000 shares of Domesticated Purchaser Common Stock, implying a $600 million valuation. The amendment also extends the Business Combination Agreement “Outside Date” to May 31, 2026. GigCapital7 issued an amended and restated unsecured convertible working capital note for $293,000 to its sponsor, convertible at $10.00 per unit at business combination closing. Hadron completed about $7.5 million in pre‑IPO equity via SAFE notes, and the SEC declared the joint Form S‑4 registration statement effective on April 15, 2026, clearing the way for a GigCapital7 shareholder meeting on May 7, 2026 to vote on the transaction.

Rhea-AI Summary

GigCapital7 Corp. entered into a new unsecured convertible promissory note for $148,000 with its sponsor, GigAcquisitions7 Corp., to fund working capital. The note bears no interest and is due upon completion of the company’s initial business combination.

At the sponsor’s election, the note can convert at the time of the initial business combination into units at $10.00 per unit, up to 14,800 private placement units. Each unit consists of one common share and one redeemable warrant, on terms identical to the private placement units from the company’s initial public offering.

Rhea-AI Summary

GigCapital7 Corp. reported that it and Hadron Energy, Inc. are meeting with investors as they work toward a previously announced business combination. Hadron is considering a private capital raise using simple agreements for future equity (SAFEs) in one or more private placements exempt from SEC registration.

The companies have prepared an updated investor presentation, furnished as Exhibit 99.1, which may also be used in non-deal roadshows and in discussions about a potential PIPE financing for the post-closing company, subject to market conditions. GigCapital7 and Hadron have filed a registration statement on Form S-4 for the business combination and expect to send a definitive proxy statement/prospectus/consent solicitation statement to GigCapital7 shareholders after it becomes effective.

Rhea-AI Summary

GigCapital7 Corp. (GIG), a Cayman Islands-based SPAC, reports that it and Hadron Energy, Inc. will meet with investors to discuss financing tied to their previously announced business combination. Hadron Energy is contemplating a private capital raise through simple agreements for future equity (SAFEs) in one or more private placements exempt from registration under the Securities Act.

An updated investor presentation for these meetings is furnished as Exhibit 99.1 to this Form 8-K, and may also be used in non-deal roadshows and in discussions about a potential PIPE financing for the post-closing company, subject to market conditions and other factors. The companies have filed a registration statement on Form S-4 that will include proxy and prospectus materials for GigCapital7 shareholders to vote on the business combination, and investors are urged to review those documents when available. The report also includes detailed forward-looking statement and risk disclosures and clarifies that it does not constitute an offer or solicitation to buy or sell securities.

Rhea-AI Summary

GigCapital7 Corp. furnished an updated Q4 2025 investor presentation as Exhibit 99.1 and described outreach to investors alongside Hadron Energy, Inc. in support of their previously announced business combination.

The Company is contemplating private financing through simple agreements for future equity (SAFEs) and may also hold non-deal roadshows and discuss a potential PIPE for the post-closing company, subject to market conditions and other factors. GigCapital7 and Hadron Energy intend to file a Form S-4 for the transaction; after the registration statement is declared effective, a definitive proxy/prospectus will be mailed to shareholders.

The materials under Item 8.01 are being furnished, not filed, and this communication does not constitute an offer to sell or solicit an offer to buy securities.

Rhea-AI Summary

GigCapital7 Corp. (GIG) reported plans to meet investors as it advances its previously announced business combination with Hadron Energy, Inc. The company is contemplating a private capital raise through SAFEs in one or more private placements exempt from registration. An investor presentation (Exhibit 99.1) may be used in these meetings, in non-deal roadshows, and in discussions regarding a potential PIPE for the post-closing company, subject to market conditions and other factors.

GigCapital7 and Hadron intend to file a Form S-4 with proxy/prospectus materials for the shareholder vote and the offer of securities connected to the merger; definitive materials will be mailed after SEC effectiveness. The information is furnished, not filed, and does not constitute an offer to sell or a solicitation of an offer to buy securities.

Rhea-AI Summary

GigCapital7 Corp. entered into a Business Combination Agreement to merge its wholly owned subsidiary with Hadron Energy, Inc., resulting in Hadron surviving as the operating company under a domesticated GigCapital7 structure. The transaction converts existing GigCapital7 securities into shares, class B shares and warrants of the domesticated purchaser and cancels purchaser units in exchange for one share plus one warrant. Merger consideration per Company share is determined by an Exchange Ratio based on the Aggregate Merger Consideration and Company Fully Diluted Capital. The Aggregate Domesticated Purchaser Common Stock is calculated using $1,200,200,000 divided by a $10.59 per share price, and the Aggregate Merger Consideration is reduced by 13,333,333 shares and, if applicable, by a shares-equivalent for any Company indebtedness divided by $10.59. Closing conditions include at least $20,000,000 Available Closing SPAC Cash, governing document updates, board composition requirements and delivery of customary officer and secretary certificates. Post-Closing board will have seven directors with specified designees and an approximately 10% initial equity incentive reserve with a 5% annual evergreen provision. Certain sponsor shares will be voted in favor of the transaction and customary lock-up restrictions apply.