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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): June 2, 2026
PEACE
ACQUISITION CORP
(Exact
Name of Registrant as Specified in Charter)
| Cayman
Islands |
|
001-43310 |
|
N/A 00-0000000 |
| (State or Other Jurisdiction |
|
(Commission |
|
(IRS Employer |
| of Incorporation) |
|
File Number) |
|
Identification No.) |
205
W. 37th Street
New
York, NY 10018
(Address
of Principal Executive Offices) (Zip Code)
(203) 998-5540
(Registrant’s
Telephone Number, Including Area Code)
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 (see General Instruction A.2. below):
| |
☐ |
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 ordinary share, one right and one redeemable warrant |
|
PECEU |
|
The Nasdaq Stock Market
LLC |
| |
|
|
|
|
| Ordinary Shares, par
value $0.000075 per share |
|
PECE |
|
The Nasdaq Stock Market
LLC |
| |
|
|
|
|
| Rights, each entitling
the holder to one fifth of one ordinary share upon the completion of the Company’s initial business combination |
|
PECER |
|
The Nasdaq Stock Market
LLC |
| |
|
|
|
|
| Redeemable warrants,
each whole warrant exercisable to purchase one ordinary share at an exercise price of $11.50 per share |
|
PECEW |
|
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 (§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
8.01. Other Events.
On
June 2, 2026, Peace Acquisition Corp (the “Company”) announced that holders of the Company’s units will be able to
separately trade the ordinary shares, rights and warrants included in such units commencing on or about June 4, 2026. The ordinary shares,
rights and warrants will be listed on the Nasdaq Capital Market (“Nasdaq”) under the symbols “PECE,” “PECER”
and “PECEW,” respectively. No fractional rights will be issued upon separation of the units and only whole rights will trade.
Units not separated will continue to be listed on Nasdaq under the symbol “PECEU.” A copy of the Company’s press release
announcing the foregoing is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item
9.01. Financial Statement and Exhibits.
(d)
Exhibits:
| |
Exhibit |
|
Description |
| |
99.1 |
|
Press Release |
| |
104 |
|
Cover Page Interactive Data File (embedded within the
Inline XBRL document) |
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:
June 2, 2026
| |
PEACE ACQUISITION CORP |
| |
|
|
| |
By: |
/s/
Fangping Zheng |
| |
Name: |
Fangping Zheng |
| |
Title: |
Chief Executive Officer |
Exhibit 99.1
Peace
Acquisition Corp Announces Separate Trading of Ordinary Shares, Rights and Warrants
NEW
YORK, NEW YORK, June 2, 2026 (GLOBE NEWSWIRE)—Peace Acquisition Corp (the “Company”) announced today that, commencing
on or about June 4, 2026, holders of its units sold in the Company’s initial public offering may elect to separately trade the
Company’s ordinary shares, rights and warrants included in the units. The ordinary shares, rights and warrants that are separated
will trade on the Nasdaq Capital Market (“Nasdaq”) under the symbols “PECE,” “PECER” and “PECEW,”
respectively. No fractional rights will be issued upon separation of the units and only whole rights will trade. Those units not separated
will continue to trade on Nasdaq under the symbol “PECEU.” Holders of units will need to have their brokers contact Continental
Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into ordinary shares, rights and
warrants.
The
Company is a Cayman exempt company, formed as a blank check company for the purpose of entering into a merger, share exchange, asset
acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities.
The Company intends to focus its search on businesses throughout Asia. However, the Company will not undertake an initial business combination
with any entity based in or with its principal business operations in Mainland China, Hong Kong or Macau.
FORWARD-LOOKING
STATEMENTS
This
press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to
numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the
Company’s registration statement and final prospectus for the offering filed with the SEC on May 22, 2026. Copies are available
on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after
the date of this release, except as required by law.
Contact:
Investor
Relations: ir@peacespac.com