[8-K] Keen Vision Acquisition Corp. Reports Material Event

Rhea-AI Filing Summary

Keen Vision Acquisition Corporation entered into a new funding arrangement with its sponsor to gain more time to complete a merger. On November 18, 2025, the company issued an unsecured promissory note for $144,670.38 to KVC Sponsor LLC. In return, the sponsor deposited the same amount into the company’s trust account to extend the deadline for completing a business combination.

The note carries no interest and becomes due when Keen Vision closes a business combination. The sponsor may also choose to convert the note into units identical to those sold in the IPO at a price of $10.00 per unit, which ties repayment terms directly to the company’s eventual merger outcome.

Insights

SPAC capital structure analyst

Small sponsor loan extends Keen Vision’s SPAC merger timeline.

Keen Vision Acquisition Corporation issued a promissory note for $144,670.38 to its sponsor, which then deposited that amount into the trust account. This structure is typical for SPACs seeking to extend the time available to complete a business combination without drawing on public investor funds.

The note bears no interest and matures at the closing of a business combination, so repayment hinges on a successful deal. The holder may convert the balance into IPO-style units at $10.00 per unit, which could add a modest number of new units if exercised.

Because the dollar amount is relatively small and tied to an extension mechanism, the development mainly affects deal timing and financing mechanics rather than current operating performance. Future disclosures around any proposed business combination will provide clearer insight into longer-term impacts.

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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

November 18, 2025

Date of Report (Date of earliest event reported)

KEEN VISION ACQUISITION CORPORATION

(Exact Name of Registrant as Specified in its Charter)

British Virgin Islands		001-41753		n/a
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

37 Greenbriar Drive Summit, New Jersey		07901
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (203) 609-1394

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

Securities registered pursuant to Section 12(b) of the Act: None.

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Units, each consisting of one ordinary share and one redeemable warrant to acquire one ordinary share		KVACU		The Nasdaq Stock Market LLC
Ordinary Shares, $0.0001 par value		KVAC		The Nasdaq Stock Market LLC
Warrants, each exercisable for one ordinary share at an exercise price of $11.50		KVACW		The Nasdaq Stock Market LLC

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. ☐

Item 1.01. Entry into a Material Definitive Agreement.

The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On November 18, 2025, Keen Vision Acquisition Corporation (the “Company”) issued an unsecured promissory note in the aggregate principal amount of $144,670.38 (the “Note”) to KVC Sponsor LLC, the Company’s initial public offering sponsor (“Sponsor”) in exchange for Sponsor depositing such amount into the Company’s trust account in order to extend the amount of time it has available to complete a business combination. The Note does not bear interest and matures upon the closing of a business combination by the Company. In addition, the Note may be converted by the holder into units of the Company identical to the units issued in the Company’s initial public offering at a price of $10.00 per unit.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
10.1		Promissory Note dated November 18, 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.

Dated: November 24, 2025	Keen Vision Acquisition Corporation
	By:	/s/ WONG, Kenneth Ka Chun
	Name:	WONG, Kenneth Ka Chun
	Title:	Chief Executive Officer

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FAQ

What did Keen Vision Acquisition Corporation (KVAC) announce in this 8-K?

Keen Vision Acquisition Corporation disclosed that it issued an unsecured promissory note for $144,670.38 to its sponsor, KVC Sponsor LLC, to fund an extension of the time it has to complete a business combination.

How will the $144,670.38 from the KVAC sponsor be used?

KVC Sponsor LLC deposited $144,670.38 into Keen Vision’s trust account, specifically to extend the time the company has to complete a business combination.

What are the key terms of Keen Vision’s new promissory note?

The note is unsecured, has an aggregate principal amount of $144,670.38, bears no interest, and matures upon the closing of a business combination by Keen Vision Acquisition Corporation.

Can the KVAC sponsor convert the promissory note into equity-like securities?

Yes. The sponsor may convert the promissory note into units of Keen Vision identical to the IPO units, at a conversion price of $10.00 per unit.

Does the promissory note affect Keen Vision Acquisition Corporation’s obligation to complete a business combination?

The note itself does not change the obligation, but by funding the trust account, it provides additional time for Keen Vision Acquisition Corporation to complete a business combination.

Who is the counterparty to Keen Vision’s new promissory note?

The counterparty is KVC Sponsor LLC, which is Keen Vision Acquisition Corporation’s initial public offering sponsor.