false
0001998781
0001998781
2026-03-25
2026-03-25
0001998781
IBAC:CommonStockParValue0.0001PerShareMember
2026-03-25
2026-03-25
0001998781
IBAC:RightsEachEntitlingHolderToReceiveOnetwentiethOfOneShareOfCommonStockMember
2026-03-25
2026-03-25
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) March 25, 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
5.07 |
Submission
of Matters to a Vote of Security Holders. |
On
March 25, 2026, the Company held a special meeting of stockholders (the “Special Meeting”). At the Special Meeting, a total of 5,077,821 shares of common
stock were present by remote communication or represented by proxy at the meeting, representing approximately 88.46% of the
Company’s outstanding common stock as of the February 11, 2026 record date. The following are the voting results for the
proposals considered and voted upon at the Special Meeting, which was described in the Company’s definitive Proxy Statement on
Schedule 14A filed with the Securities and Exchange Commission on February 23, 2026.
| 1. |
Extension
Proposal: A proposal to amend the Company’s amended and restated articles of incorporation to extend the date by which
the Company must consummate a business combination or, if it fails to do so, cease its operations and redeem or repurchase 100% of
the shares of the Company’s common stock issued in the Company’s initial public offering, from March 28, 2026 until September
28, 2026 (the “Extension”). |
| Votes FOR | |
Votes AGAINST | |
Votes ABSTAINED | |
Broker Non-Votes |
| 5,007,821 | |
70,000 | |
0 | |
0 |
Based
on the foregoing votes, the proposal was approved.
| 2. |
Trust
Amendment Proposal: A proposal to amend the Investment Management Trust Agreement, dated March 25, 2024, (the “Trust Agreement”),
by and between the Company and Continental Stock Transfer & Company (the “Trustee”), pursuant to an amendment to
the Trust Agreement in the form set forth in Annex B of the proxy statement, to authorize the Extension and its implementation by
the Company. |
| Votes FOR | |
Votes AGAINST | |
Votes ABSTAINED | |
Broker Non-Votes |
| 5,007,821 | |
70,000 | |
0 | |
0 |
Based
on the foregoing votes, the proposal was approved.
| 3. |
Adjournment
Proposal: A proposal to approve the adjournment of the Special Meeting to a later date or dates, if necessary, to permit further
solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval
of the forgoing proposals. |
| Votes FOR | |
Votes AGAINST | |
Votes ABSTAINED | |
Broker Non-Votes |
| 5,007,821 | |
70,000 | |
0 | |
0 |
Based
on the foregoing votes, the proposal was approved.
Stockholders
holding 731,741 shares of the Company’s shares of common stock exercised their right to redeem their shares for cash at an approximate
price of $10.78 per share of the funds in the Trust Account. As a result, approximately $7.9 million will be removed from the Trust Account
to pay such holders, leaving approximately $8.2 million remaining in the Trust Account. This amount is subject to change to account for
the payment of tax withdrawals.
| Item
9.01 |
Financial
Statements and Exhibits |
(d)
Exhibits
| Exhibit
No. |
|
Exhibit
Description |
| 104 |
|
Cover
page Interactive Data File (embedded within the Inline XBRL document) |
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:
March 26, 2026 |
By: |
/s/
Al Lopez |
| |
|
Al
Lopez |
| |
|
Chief
Executive Officer |