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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
March 17, 2026
Date of Report (Date of earliest event reported)
Ribbon Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands (exempted company) |
|
001-42474 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
Central Park Tower LaTour Shinjuku, Room 3001,
6-15-1 Nishi Shinjuku, Shinjuku-ku, Tokyo 160-0023,
Japan |
|
160-0023 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: +81 90-8508-3462
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 |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
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 |
|
RIBB |
|
The Nasdaq Stock Market LLC |
| Units |
|
RIBBU |
|
The Nasdaq Stock Market LLC |
| Rights |
|
RIBBR |
|
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 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
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 March 17, 2026, an aggregate of $125,000 was
deposited into the trust account of Ribbon Acquisition Corp. (the “Company”) for the benefit of its public shareholders in
connection with a previously approved monthly extension of the period the Company has to consummate its initial business combination.
The deposit funded a one-month extension of the
Company’s deadline to consummate its initial business combination, in accordance with the Extension Amendment and Trust Amendment
previously approved by the Company’s shareholders, which provide for monthly extensions upon the deposit of funds into the trust
account.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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: March 27, 2026 |
Ribbon Acquisition Corp. |
| |
|
| |
By: |
/s/ Angshuman (Bubai) Ghosh |
| |
Name: |
Angshuman (Bubai) Ghosh |
| |
Title: |
Chief Executive Officer |