false
0002072404
00-0000000
0002072404
2025-10-17
2025-10-17
0002072404
GSRFU:UnitsEachConsistingOfOneClassOrdinaryShareAndOneSeventhOfOneRightMember
2025-10-17
2025-10-17
0002072404
GSRFU:ClassOrdinaryShareParValue0.0001PerShareMember
2025-10-17
2025-10-17
0002072404
GSRFU:RightsEachWholeRightEntitlingHolderToReceiveOneClassOrdinaryShareMember
2025-10-17
2025-10-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
October 17, 2025
GSR IV Acquisition Corp.
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-42821 |
|
N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
5900 Balcones Drive, Suite 100
Austin, TX 78731 |
|
78731 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(914-369-4400)
(Registrant’s telephone number, including
area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communication 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-commencements 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:
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).
| 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 seventh of one right |
|
GSRFU |
|
The Nasdaq Stock Market LLC |
| Class A ordinary share, par value $0.0001 per share |
|
GSRF |
|
The Nasdaq Stock Market LLC |
| Rights, each whole right entitling the holder to receive one Class A ordinary share |
|
GSRFR |
|
The Nasdaq Stock Market LLC |
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 October 17, 2025, GSR IV Acquisition Corp. (the “Company,”
“us” or “our”) announced that the holders of the Company’s units sold in the Company’s
initial public offering (the “Public Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001
per share (“Class A Ordinary Shares”) and the rights included in the Public Units (the “rights”)
commencing on October 20, 2025. Each Unit consists of one Ordinary Share and one-seventh of one right. Each whole right entitles the holder
thereof to receive one Class A Ordinary Share upon the consummation of our initial business combination. Any Public Units not separated
will continue to trade on the Nasdaq Stock Market LLC (the “Nasdaq”) under the symbol “GSRFU.” Any underlying
Ordinary Shares and rights that are separated will trade on the Nasdaq under the symbols “GSRF,” “GSRFR” and “GSRFU,”
respectively. No fractional rights will be issued upon separation of the Public Units and only whole rights will trade. Holders of Public
Units will need to have their brokers contact Odyssey Transfer and Trust Company, the Company’s transfer agent, in order to separate
such holders’ Public Units into Class A Ordinary Shares and rights.
A copy of the press release issued by the Company announcing the separate
trading of the securities underlying the Public Units is attached hereto as Exhibit 99.1.
This report may include “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
All statements other than statements of historical fact included in this report are forward-looking statements. When used in this report,
words such as “anticipate,” “believe,” “estimate,” “expect,” “intend” and
similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements
are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management.
Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed
in the Company’s filings with the Securities and Exchange Commission (the “SEC”). All subsequent written or oral
forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. 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 statements and prospectus relating to the Company’s initial public offering
filed with the SEC. Copies of such filings 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 report, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this Form 8-K:
|
Exhibit No. |
|
Description of Exhibits |
| 99.1 |
|
Press Release, dated October 17, 2025. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
GSR IV Acquisition Corp. |
| |
|
|
| Date: October 23, 2025 |
By: |
/s/ Gus Garcia |
| |
Name: |
Gus Garcia |
| |
Title: |
Co-Chief Executive Officer |