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Oak Woods Acquisition (OAKU) shareholders approve extension and redemptions

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Oak Woods Acquisition Corporation obtained shareholder approval at an Extraordinary General Meeting on July 8, 2026 to amend its Charter and extend the deadline to complete a business combination from March 28, 2026 to March 28, 2027, with the change made retroactively effective as of the prior deadline.

As of June 16, 2026, there were 3,083,606 Ordinary Shares entitled to vote, each with one vote. The Charter Amendment Proposal passed as a special resolution with 2,398,953 votes for and 208,150 against, and the Adjournment Proposal passed with the same tally. In connection with the meeting, 1,269,163 ordinary shares were tendered for redemption, leaving 33,818 Class A ordinary shares held in trust and 1,814,443 ordinary shares issued and outstanding.

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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Business combination deadline March 28, 2027 New outside date to complete a business combination after Charter amendment
Prior business combination deadline March 28, 2026 Original outside date before the Charter amendment extension
Shares entitled to vote 3,083,606 Ordinary Shares Outstanding and entitled to vote as of record date June 16, 2026
Charter Amendment votes FOR 2,398,953 shares Votes in favor of the Charter Amendment Proposal at the Extraordinary General Meeting
Charter Amendment votes AGAINST 208,150 shares Votes against the Charter Amendment Proposal at the Extraordinary General Meeting
Shares tendered for redemption 1,269,163 ordinary shares Ordinary shares redeemed in connection with the July 8, 2026 meeting
Class A shares held in trust 33,818 Class A ordinary shares Class A ordinary shares remaining held in trust after redemptions
Shares issued and outstanding post-meeting 1,814,443 ordinary shares Total ordinary shares issued and outstanding after the July 8, 2026 redemptions
Extraordinary General Meeting regulatory
"the Company held the Extraordinary General Meeting"
special resolution regulatory
"required a special resolution under Cayman Islands law"
A special resolution is a formal shareholder vote that requires a higher-than-normal majority—typically around three-quarters—to approve major corporate changes, such as altering the company’s governing rules, selling the business, or winding it up. It matters to investors because it signals decisive, potentially value-altering actions that cannot be passed by a simple majority; think of it as needing extra votes to change the rules of a club, so minority interests are harder to override.
ordinary resolution regulatory
"required an ordinary resolution under Cayman Islands law"
An ordinary resolution is a decision made by shareholders at a company meeting that is approved when more than half of the votes cast are in favor. Think of it like a household vote where a majority decides routine matters — it covers everyday corporate actions such as approving directors, routine policy changes, or distributions, and matters to investors because these majority-approved choices shape governance, management authority, and the company’s near-term direction.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Redeemable Warrant financial
"Warrants, each warrant exercisable for one Class A Ordinary Share"
A redeemable warrant is a financial tool that gives its holder the right to buy shares of a company at a fixed price within a certain period. If the holder chooses to do so, the company can buy back or cancel the warrant before it expires, often to encourage investment or manage share issuance. For investors, it provides an option to potentially buy shares at a favorable price while offering some flexibility for the issuing company.
Memorandum and Articles of Association regulatory
"Amended and Restated Memorandum and Articles of Association"
Memorandum and articles of association are the founding legal documents of a company: the memorandum sets out the company’s basic purpose and scope, while the articles act as its internal rulebook detailing how the company is run, who has what powers, and how decisions are made. For investors these documents matter because they define ownership rights, voting rules, limits on activities, and procedures for major changes—like a contract and rulebook that determine how their investment can be used and protected.
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FAQ

What charter change did Oak Woods Acquisition (OAKU) shareholders approve?

Shareholders approved a Charter amendment allowing Oak Woods Acquisition to extend its business combination deadline from March 28, 2026 to March 28, 2027. The change is retroactively effective as of the prior deadline, giving the SPAC an additional year to complete a transaction.

How many Oak Woods Acquisition (OAKU) shares were entitled to vote?

As of June 16, 2026, 3,083,606 Ordinary Shares were outstanding and entitled to vote, with each Ordinary Share carrying one vote. These shares formed the voting base for the Extraordinary General Meeting held on July 8, 2026.

What were the voting results for Oak Woods Acquisition’s Charter Amendment Proposal?

The Charter Amendment Proposal received 2,398,953 votes FOR, 208,150 votes AGAINST, and 0 ABSTENTIONS. It required a special resolution under Cayman Islands law, meaning at least two-thirds of votes cast had to support the amendment.

How many Oak Woods Acquisition (OAKU) shares were redeemed at the meeting?

In connection with the July 8, 2026 Extraordinary General Meeting, 1,269,163 ordinary shares were tendered for redemption. Following these redemptions, 33,818 Class A ordinary shares remained held in trust and 1,814,443 ordinary shares were issued and outstanding.

What were the results for Oak Woods Acquisition’s Adjournment Proposal?

The Adjournment Proposal was approved with 2,398,953 votes FOR, 208,150 votes AGAINST, and 0 ABSTENTIONS. It required an ordinary resolution under Cayman Islands law, meaning a simple majority of votes cast in favor was sufficient for approval.

When did Oak Woods Acquisition (OAKU) hold its Extraordinary General Meeting and what was the record date?

The Extraordinary General Meeting was held on July 8, 2026. The record date, determining which shareholders could vote, was the close of business on June 16, 2026, when 3,083,606 Ordinary Shares were outstanding and entitled to vote.
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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 8, 2026

 

Oak Woods Acquisition Corporation

(Exact name of registrant as specified in its charter)

 

Cayman Islands   333-269862   N/A
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

101 Roswell Drive, Nepean, Ontario,

K2J 0H5, Canada

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (+1) 403-561-7750

 

Not Applicable

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one Class A Ordinary Share, one Right and one Redeemable Warrant   OAKUU   Not Currently Listed
         
Class A Ordinary Shares, par value $0.0001 per share   OAKU   Not Currently Listed
         
Rights, each right entitling the holder to one-sixth of one Class A Ordinary Share   OAKUR   Not Currently Listed
         
Warrants, each warrant exercisable for one Class A Ordinary Share for $11.50 per share   OAKUW   Not Currently Listed

 

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.

 

 

 

 

 

 

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

As approved by the shareholders of Oak Woods Acquisition Corporation (the “Company”) at the Extraordinary General Meeting held on July 8, 2026, the following proposals were approved thereby amending the Amended and Restated Articles and memorandum of Association (the “Charter”) to give the Company the right to extend the date by which the Company has to complete a business combination from March 28, 2026 (“Current Outside Date”) to March 28, 2027, and that such resolution be made retroactively effective as of the Current Outside Date (the “Charter Amendment Proposal”).

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On July 8, 2026, the Company held the Extraordinary General Meeting. As of the close of business on June 16, 2026, the record date fixed by the board of directors of the Company, the outstanding ordinary shares of the Company entitled to vote consisted of 3,083,606 Ordinary Shares. Each Ordinary Share entitles the holder to one vote. 

 

The final results for each of the matters submitted to a vote of the Company’s shareholders at the Extraordinary General Meeting are as follows:

 

1. The Charter Amendment Proposal

 

Shareholders approved the Charter Amendment Proposal. Approval of the Charter Amendment Proposal required a special resolution under Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting. The Charter Amendment Proposal received the following votes:

 

FOR   AGAINST   ABSTAIN
2,398,953   208,150   0

 

2. The Adjournment Proposal

 

Shareholders approved the Adjournment Proposal. Approval of the Adjournment Proposal was passed though as a result of the approval of The Charter Amendment Proposal. The Adjournment Proposal required an ordinary resolution under Cayman Islands law of a simple majority of such holders of the issued and outstanding ordinary shares voted in person or by proxy at the Extraordinary General Meeting or any adjournment thereof. The Adjournment Proposal received the following votes:

 

FOR   AGAINST   ABSTAIN
2,398,953   208,150   0

 

Item 8.01. Other Events.

 

In connection with the shareholders’ vote at the Extraordinary General Meeting of shareholders held by the Company on July 8, 2026, 1,269,163 ordinary shares were tendered for redemption, leaving 33,818 Class A ordinary shares held in trust and 1,814,443 ordinary shares issued and outstanding.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No.   Description
3.1   Minutes of Extension Amendment to the Amended and Restated Memorandum and Articles of Association of Oak Woods Acquisition Corporation
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

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.

 

Dated: July 14, 2026  
   
OAK WOODS ACQUISITION CORPORATION  
     
By: /s/ Lixin Zheng  
Name:  Lixin Zheng  
Title: Chief Executive Officer  

 

2

 

Filing Exhibits & Attachments

5 documents