Every 8-K that Graf Global Corp. (GRAF) 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 GRAF 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 GRAF filings page.
Graf Global Corp., a blank check company, describes its previously announced Business Combination Agreement with BIG3 HoldCo LLC and related entities. In anticipation, the NYSE American ticker for its Class A ordinary shares will change from “GRAF” to “TONT,” with units and warrants shifting to “TONT U” and “TONT WS” at the opening of trading on July 27, 2026.
Upon closing of the proposed business combination, expected in the fourth quarter of 2026, holders of “TONT” shares and “TONT WS” warrants will own common equity and warrants of the surviving BIG3 entity on a 1:1 basis, and “TONT U” units will separate into one share and one-half warrant. The company states it has no material assets other than approximately $92 million in cash deposits, and buyers of its public shares retain the right to redeem for cash at the trust account value, which was approximately $10.86 per share as of July 16, 2026. Closing of the combination is subject to an effective Form S-4 registration statement, shareholder approval, delivery of no less than $50 million in net cash proceeds to BIG3, and approval of a national securities exchange listing for the combined company.
Graf Global Corp. entered into non-redemption agreements with certain shareholders covering 4,256,015 Class A shares. These holders agreed not to redeem their shares in connection with a vote to extend the deadline to complete an initial business combination.
In return, the sponsor will transfer 425,602 founder shares after the business combination closes, taken from up to 500,000 discretionary founder shares earmarked to support the deal. Shareholders approved amending the company’s charter to extend the business combination deadline from June 27, 2026 to September 27, 2026, with the board able to extend further in one-month increments up to December 27, 2026.
At the meeting, 21,123,642 votes supported the extension proposal versus 1,619,105 against. Shareholders redeemed 14,590,367 Class A shares for approximately $10.86 per share, leaving about 91.3 million in the trust account and 14,159,633 ordinary shares outstanding.
Graf Global Corp. reports that its extraordinary general meeting to approve an extension of the deadline to complete an initial business combination was convened on June 26, 2026 at 10:00 a.m. Eastern Time and immediately adjourned.
The meeting is reconvened for June 26, 2026 at 3:00 p.m. Eastern Time, at the offices of White & Case LLP in New York and via live webcast. Only shareholders of record as of June 1, 2026 may vote on the extension. Shareholders who previously submitted redemption requests or voted by proxy do not need to act again unless changing their decisions, and redemptions may be withdrawn any time before the vote on the extension.
Graf Global Corp. reports that its sponsor and three directors converted an aggregate of 5,749,999 Class B ordinary shares into 5,749,999 Class A ordinary shares on a one-for-one basis. This internal recapitalization was effected under the company’s governing documents and relied on a Section 3(a)(9) exemption from Securities Act registration.
After these conversions, as of June 18, 2026, Graf Global had 28,749,999 Class A ordinary shares and 1 remaining Class B ordinary share outstanding, which is held by the sponsor. The newly issued Class A shares carry the same transfer restrictions and waiver of redemption rights that previously applied to the converted Class B shares.
Graf Global Corp. amended a prior report to detail its planned business combination with BIG3 HoldCo LLC, which runs a professional three‑on‑three basketball league. The deal will be executed through a Domestication to Delaware and dual mergers into a new holding company, Pubco.
Big3 equity and convertible holders will receive Pubco stock based on a $290,000,000 equity value plus Big3’s cash, divided by a per‑share price, plus 2,000,000 earnout shares that vest if Pubco’s stock reaches $15.00 or in a qualifying sale. Closing is targeted for Q4 2026, subject to shareholder approvals, regulatory clearances and a minimum $50,000,000 cash condition.
The filing also describes sponsor support, forfeiture and earnout equity, lock‑ups, registration rights, warrant assumption, a dual‑class voting structure at Pubco, and a fully drawn $200,000 convertible promissory note that can convert into Graf Class A shares at $10.00 per share with associated warrants.
Graf Global Corp. is moving to merge with BIG3 HoldCo LLC, owner of the BIG3 professional 3‑on‑3 basketball league, through a SPAC business combination that would create Big3 Basketball Holdings, Inc. listed under the ticker “TONT.”
The deal values BIG3 at $290 million pre‑money, with a pro forma enterprise value of about $331.7 million, funded by Graf’s SPAC trust and a potential PIPE. Existing BIG3 owners are expected to roll over 100% of their equity, and can earn an additional 2 million shares if the new stock trades at or above $15.00 for a sustained period or in a qualifying sale. Closing is targeted for the fourth quarter of 2026 and depends on Graf maintaining at least $50 million in net cash after redemptions and expenses, shareholder approvals, regulatory clearance and exchange listing.
Graf Global Corp. received a notice from NYSE American on April 16, 2026 stating it is not in compliance with Section 1007 of the NYSE American Company Guide because it has not timely filed its Annual Report on Form 10-K for the year ended December 31, 2025. The notice does not immediately affect trading, but the company’s securities may be delisted if it does not regain compliance. Graf Global has up to six months from the report’s due date, and potentially a further six months if the exchange grants an extension, to file the Form 10-K and cure the delinquency. The company says it is working diligently and intends to file the Annual Report as soon as practicable.