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 3, 2026
PLUM ACQUISITION CORP. III
(Exact name of registrant as specified in its charter)
| British Columbia |
|
001-40677 |
|
98-1581691 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
2600 - 1066 West Hastings Street
Vancouver, British Columbia V6E 3X1
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (929) 529-7125
(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)) |
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| ☐ |
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 |
| Class A ordinary shares included as part of the Units, par value $0.0001 per share |
|
PLMJF |
|
OTC Market |
| Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
PLMWF |
|
OTC Market |
| Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant to acquire one Class A ordinary share |
|
PLMUF |
|
OTC Market |
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
4.01. Changes in Registrant’s Certifying Accountant.
Based
on information provided by Marcum LLP (“Marcum”), the independent registered public accounting firm of Plum Acquisition Corp.
III (the “Company”), CBIZ CPAs P.C. (“CBIZ CPAs”) acquired the attest business of Marcum, effective November
1, 2024. Marcum continued to serve as the Company’s independent registered public accounting firm through June 3, 2026. On June
3, 2026, Marcum resigned as the Company’s independent registered public accounting firm.
During
the years ended December 31, 2025 and 2024, and through June 3, 2026, the Company did not consult with Marcum or CBIZ CPAs regarding
(i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Company’s consolidated financial statements, or (ii) any matter that was either the subject of a disagreement
(as described in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K), except
for the disclosure of the material weakness in the Company’s internal control over financial reporting as disclosed in Part II,
Item 9A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and Part I, Item 4 of the Company’s
Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026.
The
reports of Marcum regarding the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and 2024,
did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting
principles.
During
the years ended December 31, 2025 and 2024, and through June 3, 2026, the date of Marcum’s resignation, there were (a) no disagreements
(as defined in Item 304(a)(1)(iv) of Regulation S-K) between the Company and Marcum on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Marcum,
would have caused Marcum to make reference to such disagreement in its reports and (b) no “reportable events” (as defined
in Item 304(a)(1)(v) of Regulation S-K), except as disclosed above.
The
Company provided Marcum with a copy of this Current Report on Form 8-K prior to its filing with the U.S. Securities and Exchange Commission
(the “SEC”) and requested that Marcum furnish the Company with a letter addressed to the SEC, pursuant to Item 304(a)(3)
of Regulation S-K, stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree.
A copy of the letter, dated August 14, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 16.1 |
|
Letter
from Marcum LLP, dated August 14, 2026 |
| 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 thereunto duly authorized.
| |
PLUM ACQUISITION
CORP. III |
| |
|
|
| Date: August 14, 2026 |
By: |
/s/
Kanishka Roy |
| |
Name: |
Kanishka Roy |
| |
Title: |
President and Chief Executive
Officer |
