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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) October 5, 2026
IB
Acquisition Corp.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-41988 |
|
85-2946784 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
1200
N Federal Highway, Suite 215
Boca
Raton, FL 33432
(Address
of principal executive offices) (Zip Code)
(214)
687-0020
(Registrant’s
telephone number, including area code)
N/A
(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)) |
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).
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. ☐
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common stock, par value
$0.0001 per share |
|
IBAC |
|
The NASDAQ Stock Market
LLC |
| Rights, each entitling the
holder to receive one-twentieth of one share of common stock |
|
IBACR |
|
The NASDAQ Stock Market
LLC |
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
On
October 5, 2026, IB Acquisition Corp. (the “Company”) received a letter (the “Determination Letter”) from the
Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is no longer compliant
with Nasdaq Listing Rule 5620(a) (the “Annual Meeting Requirement”) because the Company has not held an annual meeting of
shareholders within twelve months of the end of the Company’s fiscal year. The Determination Letter further stated that pursuant
to Nasdaq Listing Rule 5810(c)(2)(G), the Company has 45 calendar days to submit a plan to regain compliance and if accepted, Nasdaq
can grant an exception of up to 180 calendar days from the fiscal year end, or until March 29, 2027, to regain compliance.
The
Company intends to submit its plan of compliance with respect to the foregoing requirement setting forth, among other things, a proxy
statement preparation and proxy solicitation timeline leading to the Company’s annual meeting of its shareholders.
The
Determination Letter has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market,
and the Company’s common stock will continue to trade under the symbol “IBAC” during the compliance period.
This
report is being filed to comply with Nasdaq Listing Rule 5810(b), which requires prompt public disclosure of receipt of the Determination
Letter. The Company will also submit the announcement to Nasdaq’s MarketWatch Department as required by Nasdaq rules.
Forward-Looking
Statements. This Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. All statements contained in this Current Report
on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, but not limited
to, statements regarding the Company’s intention to submit a plan to regain compliance with the Annual Meeting Requirement, Nasdaq’s
acceptance of any such plan, the timing of the Company’s annual meeting of shareholders, and the Company’s ability to regain
compliance with Nasdaq listing standards. Words such as “anticipate,” “estimate,” “expect,” “intend,”
“plan,” and “project” and other similar words and expressions are intended to signify forward-looking statements.
Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties.
Such statements are based on management’s current expectations and are subject to a number of risks and uncertainties, many of
which are beyond management’s control, that could cause actual results to differ materially from those described in the forward-looking
statements, as well as risks relating to general economic conditions, market conditions, interest rates, and other factors. Investors
are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or
suggested in such forward-looking statements as a result of various factors. Please refer to the risks detailed from time to time in
the reports we file with the Securities and Exchange Commission (the “SEC”), including the Company’s Annual Report
on Form 10-K for the year ended December 31, 2025, filed with the SEC, as well as other filings on Form 10-Q and periodic filings on
Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking
statements. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information,
future events, or otherwise, unless required by law.
SIGNATURES
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.
| |
IB Acquisition
Corp. |
| |
|
|
| Date: October 6, 2026 |
By: |
/s/ Al Lopez |
| |
|
Al Lopez |
| |
|
Chief Executive Officer |
