[8-K] INCEPTION GROWTH ACQ UTS Reports Material Event

Rhea-AI Filing Summary

Inception Growth Acquisition Limited (Nasdaq: IGTAU) filed an 8-K stating that on 7 July 2025 it deposited $13,249.65 into its Trust Account. This one-month contribution extends the deadline to consummate a business combination from 13 July 2025 to 13 August 2025, in line with the extension provisions outlined at IPO. A related press release (Ex. 99.1) was issued on 11 July 2025. No other financial data, target information or transaction terms were disclosed.

Positive

• Trust-preserving deposit maintains the SPAC’s cash escrow and gives management additional time to identify a merger candidate.

Negative

• Further deadline slippage underscores that the SPAC has not yet secured a definitive business combination, extending investor uncertainty.

Insights

SPAC Analyst

TL;DR: Routine one-month SPAC extension; preserves deal option but signals no target yet—net neutral for shareholders.

The $13,249.65 deposit represents the pro-rata amount (≈$0.035 per unit) required to keep the Trust intact for another month. This action is common among SPACs approaching their initial deadline and does not change valuation metrics or redemption mechanics. While it avoids liquidation risk in the near term, the need for repeated short extensions may indicate difficulty sourcing an acceptable merger partner, which could heighten redemption pressure if no deal materializes soon.

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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): July 7, 2025

INCEPTION GROWTH ACQUISITION LIMITED

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-41134		86-2648456
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

875 Washington Street New York, NY		10014
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (315) 636-6638

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

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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		Name of each exchange on which registered
Units, each consisting of one share of common stock, $0.0001 par value, one-half (1/2) of one redeemable warrant and one right entitling the holder to receive one-tenth of a share of common stock		IGTAU		The Nasdaq Stock Market LLC
Common Stock, par value $0.0001 per share		IGTA		The Nasdaq Stock Market LLC
Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50		IGTAW		The Nasdaq Stock Market LLC
Rights, each to receive one-tenth of one share of common stock		IGTAR		The Nasdaq Stock Market LLC

Item 8.01. Other Events.

On July 7, 2025, Inception Growth Acquisition Limited (the “Company”) deposited $13,249.65 into the Trust Account in order to extend the amount of time it has available to complete a business combination from July 13, 2025 to August 13, 2025.

The Company issued the press release filed herewith on July 11, 2025. The materials attached as Exhibit 99.1 are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press Release dated July 11, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	INCEPTION GROWTH ACQUISITION LIMITED
	By:	/s/ Cheuk Hang Chow
	Name:	Cheuk Hang Chow
	Title:	Chief Executive Officer

Date: July 11, 2025

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FAQ

What did IGTAU announce in its 8-K dated July 11, 2025?

The company deposited $13,249.65 into its Trust Account to extend its merger deadline by one month.

What is IGTAU’s new deadline to complete a business combination?

The deadline moved from July 13 2025 to August 13 2025.

How much was contributed per unit for the extension?

The filing implies a contribution of roughly $0.035 per unit, totalling $13,249.65.

Which IGTAU securities are listed on Nasdaq?

Units (IGTAU), common stock (IGTA), warrants (IGTAW) and rights (IGTAR) are all Nasdaq-listed.

Where is Inception Growth Acquisition Limited incorporated and headquartered?

It is incorporated in Delaware and its principal offices are at 875 Washington Street, New York, NY 10014.