Pantages Capital Acquisition Corporation's SEC filings document its blank-check company structure, material-event disclosures, and security terms as a SPAC issuer. The record includes 8-K disclosures for material agreements and shareholder voting matters, along with capital-structure information for its Class A ordinary shares and rights.
These filings also cover governance and SPAC-specific mechanics such as redemption-related disclosures, trust-account structure, deadline-extension matters, and business-combination process disclosures when applicable to the issuer's status as a Cayman Islands exempted company.
Pantages Capital Acquisition Corporation (PGAC) reports that Wolverine Asset Management, LLC, Wolverine Holdings, LLC, Christopher L. Gust and Robert R. Bellick each may be deemed beneficial owners of 196,142 Class A ordinary shares, equal to 6.58% of the class. Each is reported to have shared voting and dispositive power over 196,142 shares and no sole voting or dispositive power.
The percentage uses 2,980,156 Class A ordinary shares outstanding as of August 13, 2026. Wolverine Asset Management is the investment adviser; Wolverine Holdings is its sole member and manager, and Gust and Bellick may be deemed to control Wolverine Holdings as its managers. Wolverine Flagship Fund Trading Limited is identified as having the right to receive dividends or sale proceeds from the shares covered by the statement.
Pantages Capital Acquisition Corporation (PGAC) reported that on September 2, 2026 it received a deficiency notice from Nasdaq stating it is not in compliance with Nasdaq Listing Rule 5450(a)(2), which requires at least 400 Total Holders for continued listing on the Nasdaq Global Market.
The notice does not result in immediate delisting and the company’s securities continue to trade on the Nasdaq Global Market. Pantages plans to submit a compliance plan to Nasdaq by October 19, 2026, after which Nasdaq may grant up to 180 calendar days from the notice date to evidence regaining compliance or the company may appeal any adverse decision.
PANTAGES CAPITAL ACQUISITION Corp (PGAC) received an amended Schedule 13G filing showing that Karpus Management, Inc., doing business as Karpus Investment Management, reports beneficial ownership of 820,275 shares of PGAC common stock, representing 15.97% of the class. Karpus reports sole voting and sole dispositive power over all of these shares, with no shared voting or dispositive power.
Karpus is described as a New York corporation and a registered investment adviser whose client accounts directly own the shares. The filing states that Karpus is controlled by City of London Investment Group plc, but that effective informational barriers are in place so that voting and investment power over the PGAC securities is exercised independently by Karpus.
Pantages Capital Acquisition Corporation (PGAC) reported that Nasdaq notified it on August 21, 2026 that its market value of listed securities (MVLS) has been below the $50 million minimum required for the Nasdaq Global Market for the last 30 consecutive business days, triggering a listing deficiency.
The company has 180 calendar days, until February 17, 2027, to regain compliance by having MVLS at or above $50 million for at least 10 consecutive business days. Its securities remain listed during this period, and the company is monitoring MVLS and evaluating options but cannot assure successful compliance.
Pantages Capital Acquisition Corporation, a Cayman Islands SPAC, reported June 30, 2026 results showing it remains pre-revenue and focused on completing an initial business combination. Total assets were $29.4 million, almost entirely the $29.3 million held in the Trust Account after significant redemptions.
During the quarter, 5,889,094 public shares were redeemed for approximately $62.4 million, leaving 2,980,156 Class A and 2,156,250 Class B ordinary shares outstanding. Net income was $538,284 for the quarter and $891,691 for the six months, driven by $1.54 million of interest and dividend income on Trust investments, partially offset by $649,292 of formation and operating costs, including professional fees for the pending business combination.
The company has minimal operating liquidity with $352 of cash outside the Trust and a working capital deficit of $1.23 million, funded by $1.21 million of sponsor working capital loans and $862,500 of deferred underwriting fees. It has a Business Combination Agreement with MacMines Austasia Pty Ltd and related entities and amended that agreement to remove the $5,000,001 net tangible asset closing condition. Management discloses substantial doubt about its ability to continue as a going concern within one year, dependent on additional working capital loans and closing a business combination before the extended deadline (currently August 6, 2026, with monthly extensions authorized to June 6, 2027 if further deposits are made).
Mizuho Financial Group, Inc., as a parent holding company, reports beneficial ownership of common shares of Pantages Capital Acquisition Corporation in an amended Schedule 13G filing. Mizuho reports beneficial ownership of 205,000 common shares, representing 6.9% of the class as of June 30, 2026.
Mizuho has sole voting and dispositive power over all 205,000 shares and no shared voting or dispositive power. The shares are directly held by Mizuho Securities USA LLC, with Mizuho Financial Group, Inc., Mizuho Bank, Ltd., and Mizuho Americas LLC disclosed as potential indirect beneficial owners through their wholly owned subsidiary relationship.
W. R. Berkley Corporation, through subsidiary Berkley Insurance Company, reports beneficial ownership of 248,616 Class A ordinary shares of Pantages Capital Acquisition Corporation as of June 30, 2026. This represents 8.3% of the outstanding Class A shares.
The reporting persons hold shared voting and dispositive power over all 248,616 shares and have no sole voting or dispositive power. The filing is an Amendment No. 2 to update this ownership position and identifies Berkley Insurance Company as the subsidiary that acquired the securities.
Pantages Capital Acquisition Corp: Hudson Bay Capital Management LP and Sander Gerber report beneficial ownership of 395,572 Class A Ordinary Shares, representing 13.27% of the Class A ordinary shares outstanding following the company's stockholders' vote on June 3, 2026.
The filing states the outstanding share count used for the percentage is 2,980,156 Class A ordinary shares, as reported in the company's Current Report on Form 8-K filed June 12, 2026. The Investment Manager holds the shares in the name of HB Strategies LLC; Mr. Gerber is the managing member of the Investment Manager and disclaims beneficial ownership of the reported shares.
Pantages Capital Acquisition Corporation reported shareholder approval to extend the deadline to complete a business combination from June 6, 2026 to June 6, 2027, using up to twelve month-to-month extensions. Each extension requires a deposit into the trust account of $0.033 per public share, capped at $60,000 per month.
In connection with the vote, holders of 5,889,094 Class A shares elected redemption. Approximately $62,410,178.04, or about $10.60 per redeemed share, will be withdrawn from the trust account to pay these holders. After redemptions, 2,980,156 Class A shares and 2,156,250 Class B shares remain outstanding.
Following these changes, about $28,993,998.16 will stay in the Company’s trust account to support a future business combination under the extended timeline.
Pantages Capital Acquisition Corporation held an extraordinary general meeting where shareholders approved extending its deadline to complete an initial business combination. The deadline moves from June 6, 2026 to June 6, 2027, via up to twelve one‑month extensions. Each extension requires depositing $0.033 per public share, capped at $60,000 per month, into the trust account.
Shareholders also approved an amendment to the Investment Management Trust Agreement to implement this monthly extension structure. At the meeting, 9,563,965 of 11,025,500 ordinary shares outstanding as of the May 20, 2026 record date were represented, and the extension and trust amendments each passed with 6,715,557 votes for and 2,848,388 against. An adjournment proposal became moot after these approvals.