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0001863460
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2025-08-13
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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): August 13, 2025
PHP
Ventures Acquisition Corp.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
001-40696 |
|
86-3368971 |
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
10
East 53rd St., Suite 3001
New
York, NY, 10022
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code +1 (917) 764-4996
N/A
(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: None.
*Registrant
was suspended from trading on Nasdaq on April 19, 2024 and a Form 25 was filed on June 28, 2024.
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.
PHP
Ventures Acquisition Corp., a Delaware corporation (the “Company”), intends to seek stockholder approval to extend
the date by which the Company must consummate an initial business combination, which expired on August 16, 2025 (the “Extension”).
In connection with the Extension, on July 28, 2025, the Company filed with the U.S. Securities and Exchange Commission (the “SEC”)
a preliminary proxy statement (the “Preliminary Proxy Statement”) relating to a special meeting of the Company’s
stockholders (the “Special Meeting”).
The
Preliminary Proxy Statement contains important information about the Extension, the Special Meeting, and related matters, and is available
on the SEC’s website at www.sec.gov. Stockholders of the Company are urged to read the Preliminary Proxy Statement and, when available,
the definitive proxy statement and any other relevant documents filed with the SEC because they contain or will contain important information
about the Extension.
In
connection with its plans to extend, on August 13, 2025, the Company caused to be deposited $4,770.70 into its trust account for its
public stockholders, allowing the Company to extend the date by which the Company may consummate an initial business combination by one
month from August 16, 2025 to September 16, 2025.
SIGNATURES
Under
the requirements of the Securities Exchange Act of 1934, the Company has caused this report to be signed by the duly authorized undersigned.
|
PHP
VENTURES ACQUISITION CORP. |
|
|
Date:
August 19, 2025 |
By:
|
/s/
Marcus Choo Yeow Ngoh |
|
Name: |
Marcus
Choo Yeow Ngoh |
|
Title: |
Chief
Executive Officer and Director |