Perfect (PERFF) SEC Filings, Jul-Oct 2026

Alice Hua-Jen Chang reported disposition transactions in this Form 4 filing. Perfect Corp. reports that Chief Executive Officer Alice Hua-Jen Chang’s stock options covering 194,748 and 194,750 Class A Ordinary Shares were canceled on October 23, 2026, as part of the going-private transaction. The respective exercise prices were $3.95 and $4.93; both options were canceled for no consideration because their exercise prices equaled or exceeded $2.00 per share.

Chang’s directly held Class A Ordinary Shares and Class B Ordinary Shares beneficially owned indirectly through Golden Edge Co., Ltd., DVDonet.com Inc. and World Speed Company Limited are Continuing Shares that will remain outstanding following the merger’s effective time without payment of consideration. As a result of the going-private transaction, she is no longer subject to Section 16 for transactions in the issuer’s equity securities and will no longer report such transactions on Forms 4 or 5.

NYSE filed a notice concerning the removal from listing and/or registration of Perfect Corp.’s Class A Ordinary Shares on the New York Stock Exchange.

Perfect Corp. completed its merger with ProjectNY on October 23, 2026, with Perfect Corp. continuing as the surviving company. At the Effective Time, each issued and outstanding share other than Dissenting Shares and Continuing Shares was canceled for the right to receive US$2.00 in cash per share, without interest and subject to applicable withholding taxes; there were no Excluded Shares. Dissenting Shares were canceled for the right to receive fair-value payment under Section 238 of the Cayman Islands Companies Act. Continuing Shares remained outstanding as ordinary shares, without cash consideration, and Perfect Corp.'s Class A ordinary shares ceased to exist as a separate class.

Immediately following the merger, CyberLink International Technology Corp. directly held 36,960,961 ordinary shares, approximately 68.01% of the surviving company's 54,346,935 outstanding ordinary shares. CyberLink Corp. may be deemed to beneficially own those shares through its wholly owned subsidiary. Perfect Corp. requested suspension of trading in the Class A shares and a Form 25 notice to remove them from listing and registration; it intends to file Form 15 to terminate their registration and suspend applicable reporting obligations.

Perfect Corp. completed the merger in which ProjectNY, the Merger Sub, merged into it on October 23, 2026; Perfect Corp. continued as the surviving company. Each share issued and outstanding immediately before the effective time, other than Dissenting Shares, Continuing Shares and Excluded Shares, was canceled for the right to receive US$2.00 in cash per share, without interest and subject to applicable withholding taxes. There were no Excluded Shares immediately before the effective time. Dissenting Shares were canceled for payment of fair value in accordance with Section 238 of the Companies Act of the Cayman Islands; Continuing Shares remained outstanding without cash consideration.

All Company Options then outstanding and unexercised, including any held by Alice H. Chang, were canceled. Chang, a reporting person, may be deemed to beneficially own 17,385,974 ordinary shares of the surviving company immediately following the effective time, approximately 31.99% of its 54,346,935 outstanding ordinary shares. She no longer beneficially owns Perfect Corp.'s former Class A ordinary shares.

Perfect Corp. completed its merger with ProjectNY at 7:00 a.m. Cayman Islands time on October 23, 2026. At the effective time, each issued and outstanding ordinary share, other than Excluded Shares, Continuing Shares and Dissenting Shares, was cancelled in exchange for the right to receive US$2.00 in cash per share, without interest and subject to applicable withholding taxes. Perfect survived the merger, and its Class A ordinary shares ceased to be publicly traded.

Each whole outstanding warrant became exercisable for US$2.00 in cash, subject to valid exercise and payment of the applicable exercise price. Valid exercises through November 23, 2026 have a temporary exercise price of US$1.999647 per Warrant, equal to US$2.00 less the US$0.000353 Black-Scholes Warrant Value. Thereafter, subject to other adjustments under the Warrant Agreement, the exercise price reverts to US$11.50 per whole Warrant, above the US$2.00 cash entitlement. Unexercised warrants remain subject to contractual expiration at 5:00 p.m. New York City time on October 28, 2027. Perfect requested suspension of trading before the October 23 market open and requested that the NYSE file Form 25 to delist and deregister its Class A shares; it intends to file Form 15 to terminate registration and suspend reporting obligations.

Perfect Corp. shareholders approved the merger agreement at an extraordinary general meeting on October 19, 2026. The vote approved the Agreement and Plan of Merger with ProjectNY, a Cayman Islands company controlled by Perfect Chairwoman and Chief Executive Officer Alice H. Chang, the Plan of Merger, and related transactions, including the merger. At the merger’s effective time, ProjectNY will merge into Perfect, and Perfect will survive as the surviving company.

Approximately 68.6% of Perfect’s issued and outstanding ordinary shares as of the September 8, 2026 record date were represented at the meeting; those shares represented approximately 87.4% of all votes attached to issued and outstanding shares entitled to vote. The merger agreement and related proposals received approximately 99.99% of votes cast by holders present and voting. Completion is subject to satisfaction or waiver of the merger agreement’s conditions. If completed, the merger would make Perfect privately held. Perfect said it will work with the other parties toward satisfying all other conditions precedent and completing the merger as quickly as possible.

Perfect Corp. reported revenue of $34.3 million for the six months ended June 30, 2026, up 5.9% from $32.4 million a year earlier, and net income of $3.6 million, up 45.3% from $2.5 million. Revenue from mobile app and web subscriptions was $23.4 million, compared with $20.3 million. Active subscribers were 820,000 as of June 30, 2026, down 14.6% from over 960,000 a year earlier; operating cash flow was $5.209 million, versus $7.987 million.

On July 10, 2026, Perfect Corp. entered into a merger agreement with ProjectNY, controlled by Chairwoman of the Board and Chief Executive Officer Ms. Alice H. Chang. ProjectNY will merge into Perfect Corp.; each ordinary share issued and outstanding immediately before the effective time, except Excluded, Continuing and Dissenting Shares, will be converted into a right to receive $2.00 in cash per share, without interest. Completion remains subject to customary conditions, including approval by at least two-thirds of votes cast at an extraordinary general meeting. The merger had not been completed when the financial statements were authorized on September 24, 2026.

Perfect Corp. (PERF) announced that it has called an extraordinary general meeting of shareholders on October 19, 2026 to vote on a proposed going‑private transaction. Under a July 10, 2026 Agreement and Plan of Merger with ProjectNY, a Cayman Islands company controlled by Alice H. Chang, ProjectNY will merge into Perfect Corp., with Perfect Corp. surviving as a privately held company.

The board of directors, following a unanimous recommendation from a special committee of independent and disinterested directors, approved the Merger Agreement and related Plan of Merger and resolved to recommend that shareholders vote in favor. Shareholders of record at the close of business in New York on September 8, 2026 are entitled to attend and vote at the meeting.

Perfect Corp. reported unaudited Q2 2026 results with total revenue remaining stable at $16.3 million. Gross profit rose to $13.2 million and gross margin improved to 80.9%, helping narrow operating loss to $0.1 million and lift net income to $1.3 million.

For the first six months of 2026, revenue reached $34.3 million, up 5.9% year over year, with gross profit of $27.9 million and gross margin of 81.5%. Operating income was $1.4 million and net income $3.6 million. Operating cash inflow was $1.0 million in Q2 and $5.2 million year to date. Cash and cash equivalents were $125.6 million as of June 30, 2026, or $177.1 million including time deposits and US Treasuries.

Key metrics softened: active YouCam subscribers declined to 820,000 and Key Customers to 113, reflecting competitive pressures and customer downgrades. The company also disclosed that on July 10, 2026 it entered into a Definitive Agreement for a Going-Private Transaction.